Pipeline
by Romietta
Summary: The war is messing with Kevin's life— he's stuck doing behind the scenes work when he'd rather be fighting, and he's growing jealous of Ben's friendship with Dexter. He becomes unlikely friends with Buttercup, whose relationship with Ace has taken a mature turn. But the fact of the matter is, they're children fighting a war. And every war has casualties...
1. in which kevin learns not to eavesdrop

A/N:No OCs here... This is primarily Kevin-based, with Buttercup, Ace, and Gwen featured. And a little bit of Ben, because Hurt/Comfort!Ben is a bit of a guilty pleasure.

Also, I would like to thank my beta, the ever-awesome lightningbird, who also inspired this story with her portrayal of Kevin in _Haywire_, which you should go read right now if you haven't already. Her stories are amazing, and I like her AU better than canon. There, I said it.

My Fusion Fall background? I've played the game here and there, but the plot is what really makes me happy. I've been a PPG fan since age eight, and my little brother got me into Ben 10 Alien Force/Ultimate Alien in high school. I've floated around both fandoms with short stories and one-shot work here and there. I've also written a bit in Foster's Home for Imaginary Friends, most notably a co-authored piece several years ago with the great Dude13. I kind of love Foster's. And PPG. And Ben 10. And Dexter's Laboratory. Those are my favorites.

Those who are wondering, Buttercup is and always has been my favorite PPG, not because I'm anything like her, but because she's the angsty-est (is that a word?).**  
**

* * *

It really was not any of his business. He just wanted to find Ben; it really should not have been that hard. But of course this was DexLabs, and nothing was simple.

Kevin Levin aimlessly wandered around the building, turning down each winding corridor as they came. The thing was like a maze. Ben wasn't answering his phone, but from his experience, he'd been finding that the cell phone service sucked. If he didn't know better, he'd say that Dexter did that on purpose. It wasn't like the guy didn't have the means or brains to fix it. _This place is like a freaking maze_, he thought, sighing inwardly as he turned yet another corner.

But it was a pain in the ass, so now he had to go look for Ben. Right now he was on the third floor, peaking into a closed conference room. To be honest, he was getting kind of thirsty, and the soda machine by the wall looked so shiny and new. He reached into the pocket of his pants to pull out some loose change, analyzing the types of soda offered. It wasn't a smoothie, but it would have to do.

Suddenly, a light turned on in the empty conference room, and he could tell someone was in there. Kevin froze where he stood by the soda machine, looking over his shoulder. The room had glass windows around it, but they apparently didn't see him, as the door was wide open for all to hear.

"You wanted to talk to me, Ace?" Professor Utonium inquired, eyebrows raised.

"Uh, yeah, Mr. Professor. Sir. It's kind of important. At least to me, sir," another voice cut in, obviously Ace.

Kevin recognized his voice from the Gangrene Gang concerts, and put two and two together to figure out that this was Buttercup's boyfriend, that guitar player guy. He was a bit older than her, probably in his early twenties as opposed to her mid-teens. It was a little bit of an age difference, but they had all heard what had happened to the girl and how he had helped her, so everyone was a bit more forgiving than they normally were.

Oh, and they were kind of in the middle of a war, and everyone's normal behavior was completely out of the ordinary now.

His thoughts were interrupted by the Professor, who said, "Well, I'm here Ace, although I'm not quite sure why." He didn't sound irritated, merely calm. And concerned, maybe for his daughter.

"This is gonna sound crazy. Just don't tell me how dumb I am 'til I'm done, okay? This is kinda hard for me to do," Ace began.

Kevin could hear the curious and sincere smile in the Professor's voice. "I'm all ears."

"Well, it's about Buttercup, you see. Y'know we've been datin' for a while now, and with the war going on and everything… Oh, crap, this is harder than I thought it would be…" Ace was breathing very heavily, obviously nervous. "Anyway," he continued, "I really love her. And I want to keep her safe. Every moment I'm with her, whether we're at practice, or on stage, or on a date, or just hangin' out, I feel like I'm not seein' her enough. I really like her, sir. A lot. She's the best thing that ever happened to me. I know I'm older than her, by a lot… But I don't care anymore. I… I want to know… I want to know if you'll give me permission to ask her to marry me."

Kevin didn't dare move. Oh lord, was this guy going to get it. This wasn't some random little teenage brat they were talking about. This was one of the Powerpuff Girls. Worse, this was the Powerpuff that had just been separated from her sisters for an extended amount of time. This would not end well.

The Professor didn't answer at first. "This isn't because… You two aren't…"

Kevin was suddenly embarrassed _for_ Ace. He felt awkward enough talking to Gwen's parents at all. He couldn't imagine talking about _that_.

"No! No, nothin' like that, we haven't…" Ace trailed off. "No, it's nothin' to do with that. It's just, there's this stupid war, and… We're losin' more people every day, Professor. People are dying out there. I love your daughter, and she loves me. She's strong and smart, and everything I'm not. This isn't about sex. This is about bein' with the girl I love, because we're in the middle of a war and I want to do everything right while we can."

Kevin was shocked. _That_ certainly wasn't what he thought was going to happen.

The Professor was still quiet, and Ace mistook his silence for disapproval. "I know, I know you just got her back. I'm not tryin' to take her away from you or anything," he said quickly, tripping over his words. "I just really love her, and—"

"I know, I know you do, Ace, and I appreciate that," the scientist finally said. "You seem to want the same things for her that I do. You make her happy, and I see that. But you're both so young… I wonder if you're not rushing into things a bit."

_Damn, this is getting hotter than a plot… er, that cute blonde chick on that soap opera Gwen likes to watch_, Kevin thought.

"With all do respect sir, I don't think we are. There are people _dyin_' out there every day. Kids, even. I'm not tryin' to be all… uh, pessimistic? I'm not tryin' to be pessimistic. I just want to take advantage of the time we have together, because y'never know what could happen. And it _is _Buttercup. Who knows if she'd even say yes?" Ace explained, and Kevin could see from his shadow that he was talking with his hands.

"You haven't talked to her about this at all yet?" Professor Utonium asked, clearly shocked. "Not even a little bit?"

Ace shook his head. "No, sir. Not at all. I wanted to talk to you first."

The Professor turned away, towards the window, and Kevin had to slide around the corner so he wouldn't be seen. He was silent for a moment, and then said, "I just got her back. I don't want to lose her again." His voice was quivering, and Kevin wasn't sure he'd ever heard the scientist lose his cool like that. "_I just got her back,_" he repeated, and Kevin could sense how distraught he truly was."I don't know if this makes me a bad parent, but I want her to be happy. And I know that I won't truly be losing her if she's with you."

"Wait a sec, are you sayin'—"

"—yes? Yes, I am. Do you know why, Ace?" the Professor inquired.

"Why?"

"Because you kept her safe for me. And you talked to me first before you did anything with her. You've been a true gentleman, Ace, and that shows how much you've changed since you were that rowdy teenager waiting to beat people up outside the grocery store. You've been truly responsible," he stated, as if they were talking about some kind of scientific theory instead of his daughter's love life. "And you respect her. You said 'Who knows if she'd even say yes?' and I understand you value her opinion and would never pressure her into something she didn't want to do."

Ace seemed awestruck. "Thank you, sir! You won't regret this!" He turned to leave, and Kevin retreated further back into the hallway.

"Oh, and Ace?" the Professor called after him, "You weren't expecting that answer, were you?"

"No, not really."

"May I ask why?"

"Because frankly, Professor, you scare the shit out of me."

They turned and let the room, laughing, and Kevin looked for a quick escape. He thought he had miraculously escaped until he heard the Professor say his name. "Kevin, the orange soda is the best. It's not overly sweet, or too citrus-y. I think you'll like it a lot."

The scientist winked and left Kevin alone, mouth agape.

* * *

"Did you hear that Ace proposed to Buttercup in the middle of the concert last night? She looked at him like he was from another planet!" Ben reported, head back in a full laugh.

They were sitting outside on the grass, picnicking for lunch. It was a nice day in March, and the soft spring weather was just starting to kick in.

"That's sweet," Gwen said. "And her dad's okay with that?"

Ben shrugged, shoving a handful of potato chips into his mouth. "Uh-huh."

"How about her sisters?" Kevin inquired, head tilted with interest. "I can't imagine they'd be thrilled."

The brown-haired boy swallowed. "You could hear Blossom and Buttercup yelling all the way in the cul-de-sac. I think Bloss is just gonna have to suck it up. I think Bubbles is excited for all of the planning, though."

"That should be interesting. I don't think Bubbles's butterflies and flowers will match up with Buttercup's taste in… well, everything." Kevin mused, polishing off the last bite of his third sandwich.

"She and Blossom have _not_ been getting along at all," Gwen chimed in. "Blossom's used to being the leader, but some time away from her sisters has given Buttercup some independence, and I don't think Blossom's okay with that."

"It's not her life. I've worked with Blossom before, and I think that's just how she shows love. Dexter said that Blossom was really worked up over Buttercup's disappearance. I think she's really upset that it's so soon," Ben said, standing up. "Anyway, I gotta go. I promised Dexter I'd look over…"

Kevin either didn't hear or didn't care to hear what Ben said next. He would never let Ben know it, but he resented the way Ben always seemed to have somewhere to go, someone to see. And most of the time, his busy day usually involved the redheaded genius himself.

He did not understand their friendship. They were in the middle of a _war_ here, and as much as everyone appreciated the weapons and resources Dexter gave them, Kevin could not figure out exactly what Ben saw in Dexter. Where did friendship lie with someone who so cold and withdrawn? It just did not make sense to him.

Gwen must have noticed Kevin's distress, for she asked about it. "What's bothering you? You're really quiet."

"He's always hangin' with that weird Dexter kid. He doesn't have time for us anymore," Kevin explained, articulating his thoughts.

As soon as he said it, he almost wished he hadn't. As much as he trusted Gwen, there were some things he didn't like to share. He always had that weird boundary line of friendship and teammate with Ben, and he didn't like to share his feelings about stupid things with Gwen.

"I miss him too," she admitted, breaking through his thoughts. "A lot. We hardly see him anymore, and he's always busy. Or fighting."

Ben was leading the front lines of the defense, and they constantly worried for his safety and wellbeing. They went days and sometimes weeks without hearing from him, and both of them feared that one day they'd get the worst news of all.

Kevin had not expected Gwen to agree with him, and was not sure how to react. "And that Dexter guy…"

"Kevin, we wouldn't stand a chance against Fuse without either of them. Maybe it's the pressure of knowing that the entire world's fate is in their hands. I miss him too. He's my cousin, and my best friend, and I don't know what I'd do without him. But sometimes he has adventures we can't be a part of, and I guess we just have to deal with it and enjoy him while he's around," Gwen thought out loud, twisting a strand of her long red hair around a finger as she spoke.

Kevin just looked at her.

"What?"

"How do you always know how to say the right thing?" he asked as he wrapped his arms around her.

She looked up at him and smiled. "I just know you, that's all."

* * *

A/N: Thanks for reading, and please leave a review if you feel so inclined. This story will have 20 chapters.

-Marty


	2. in which kevin learns how young they are

The wedding, though thrown together in a few short weeks, was lovely. It was a sunny Saturday in May, not too warm but not too cold. The perfect spring day, with calm wind and green leaves.

Buttercup insisted that everything stay simple, and was reluctant to have her sisters help with anything. In the end, the three Powerpuff Girls collaborated for simplicity and elegance, resulting in an old fashioned influence with a modern twist. Nothing they chose was too girly for the bride's taste (she weeded through all of the books and samples in front of her with a critical eye), and the groom knew better than to comment on anything for fear of his beloved's wrath.

The wedding party was remarkably small, with Blossom and Bubbles the only bridesmaids and Big Billy, Snake, Little Arturo, and Grubber the only groomsmen. The boys wore black pants and whatever dress shirt they had on hand (resulting in a somewhat humorous mix of pale blue, forest green, pale yellow, maroon, and in Big Billy's case, bright pink), and the girls wore simple spaghetti strap satin dresses in their chosen colors of sky blue and rosy pink.

Ace did not have to worry; his fiancée's distain for formalwear rivaled his own, particularly those "stupid pinchy girly dress shoes" Buttercup had been ranting about for what seemed like forever, so she insisted that the entire wedding party wear low top Converse All Stars—white for the girls, and black for the boys. Bubbles wasn't particularly thrilled, and Blossom muttered something under her breath about a lack of class, but they tried to keep it under wraps for the sake of their sister.

There was never actually a formal invitation sent. The ceremony took place outside of city hall with the Mayor presiding, so that the event was open for anyone to attend. News of the Powerpuff's nuptials spread by word of mouth, and many people tried to clear out their schedules to make room for the happy event. Blossom set up several straight rows of metal chairs herself, leaving a wide aisle in the middle. The end-most chairs were adorned with small black and white polka dot bows with a large yellow rose in the center, the only decorations besides the bride's bouquet.

There were some who _did not_ attend, like Ben Tennyson, who was busy dealing with the aftermath of a particularly nasty battle. Mandy, who was busy and never really a fan of sappy things like true love and happily ever after, avoided the wedding at all costs and found something to do. Others simply could not leave their assignments, instead sending their congratulations and well wishes for the young couple.

The bride herself looked beautiful, keeping things simple in a knee-length wrap dress in cream and white polka dots. Buttercup's dark hair curled to her chin, clipped out of her face by a fresh white rose. She won the fight against heels, and wore a simple pair of white Converse sneakers to match the wedding party. She carried a bouquet of pale yellow and white roses tied together with a white ribbon in her small hands, covered with lacy wrist-length gloves that managed to give a nod to old times and capture the bride's grungy style.

Dexter played a prelude on the piano as Professor Utonium walked his daughter down the aisle. The young genius was clad in a nice white tuxedo, but still wearing his purple gloves. The Professor smiled, holding on tightly to his daughter's arm. Those who were paying attention to his face noted his calm composure, as well as the tiny tears of joy trailing down his face. He did not willingly share his feelings, as he would not have allowed the wedding if he disapproved, but was reluctant to let his daughter leave him. But her happiness won out, and despite his hesitation, he had always dreamed of having this moment with at least one of his daughters. He had not expected it to happen so soon, nor did he anticipate which daughter it would be, but he was a content father of the bride nevertheless.

The ceremony itself was very brief, as the majority of those involved were either imaginary friends or under the age of twenty and plagued by short attention spans, and no one particularly cared to hear the Mayor talk any longer than they had to for fear that the vows would be skewed to mention pickles.

Kevin, who dressed up a bit by throwing a suit jacket over his jeans and black t-shirt, wasn't sure wear to sit, as he didn't know anyone very well. While he was thankful for Gwen's company, he wished Ben was around to make fun of things with him. It wasn't until Buttercup and Ace were reciting their vows that it hit him—these were some awfully big promises these kids were making.

The severity of the situation was astounding. Sure, the informality of it all worked with the juvenile shoe fashion to try and downplay how serious the whole thing was, but the brisk pace and solemn daze everyone seemed to have in their eyes really brought out how _permanent _this whole wedding thing was. Kevin hadn't been to many funerals (although, he had an awful feeling that he'd attend several by the end of the war), but he imagined that the "try not to think about what this means" vibe he was getting was exactly how they felt. At a funeral, people pretended it was a celebration of someone's life instead of a ceremony admitting that they were dead. At _this_ wedding, they were ignoring that it was an act of desperation and how unbelievably _young_ everyone was in favor of the pretty flowers and romance of the day.

He let out a large breath of relief when the Mayor finally said, "You may now kiss the bride," and jumped up out of his seat the moment he saw people start to leave. He left Gwen behind, not looking back to see the shocked expression on her face.

Kevin scanned the area and found an empty alley nearby. He leaned up against the wall of what had been a government office building, but had been completely abandoned upon the dawn of the war. He shoved a hand through his hair and sighed.

_Yikes_, he thought. Why didn't anyone else see this for what it was? Everyone else seemed to be happy for the welcome break. They ignored the fact that there was a war going on.

He didn't even hear the shuffle of feet walk towards him. It was only when he heard her speak that he even realized that Buttercup was standing next to him.

"You too?" she said Kevin jumped a little, and turned to look at her. She looked as lovely as before, but there was something different in her expression.

"What's up with you?" Kevin snapped and as soon as he heard the way it sounded, he wished he'd have said it with a nicer tone. "How 'bout that wedding?" he added with a half-hearted smile, trying to save face.

She bit her lip, letting out a nervous giggle. "Yeah. About that."

_Ouch_, he thought. What was he supposed to say to _that_? "Well," he started, "Congrats, anyway. It was the most tolerable wedding I've ever been to."

Buttercup laughed for real this time. "That was the point. It would have been awful if I was miserable at my own wedding."

He cocked an eyebrow. "Then what are you now?"

Her bright green eyes widened. "Oh, no, it's not that. I just… I just needed some time to myself for a minute. I told them I had to get something… I just needed to breathe."

Kevin nodded. "Me too."

"It just kind of hit me," the newly wedded Powerpuff Girl continued, "when we were walking out, that everything is going to change. I mean, for a while, when I was trying to get everything back to the way things were, it was just us. Ace and… well, I wasn't really me then. Have you ever felt like you're supposed to be one way because that's the way people see you, but you feel like you're actually someone else? That's the way I felt when I was… When I was Belladonna."

"You have no idea," Kevin agreed. "I don't know if you know this, but I was a real bad ass when I was a kid."

She laughed again. Buttercup had a nice laugh, he decided—almost musical, without being too girly. It was a sincere laugh, and he liked that. "I've heard," she said.

"Well, sometimes, people can't seem to understand that nowadays, I'm usually on the good guys' side." Kevin shrugged, exhaling as his shoulders dropped.

Buttercup pondered this for a moment before speaking. "You understand, then," she explained as she saw Kevin nod. "And I feel like it's happening again. Everybody's thinking, 'She's too young,' 'It's only because of the war,' or 'They don't know what they're getting themselves into.' And maybe that's all true. But I think-and I haven't… exactly told anyone this…not even Ace—I would have married him even if we weren't in the middle of a war. He saved me, Kevin, and I don't… I can't imagine things ending any other way. I see you with that pretty redhead girl—Gwen? Ben's cousin? —And maybe you feel the same way about her. Maybe _you_ understand."

"I do."

"That's what I said. And I was lucky, and he said it too_. Today_. Specifically today, but he also says it _everyday_ in everything he does. And I know it seems totally out of character, at least for me, but… This feels right," she said, almost as if she was trying to convince herself.

"Then why are you hiding?" Kevin asked.

"You know," she said, and it was the first honest to goodness smile he'd seen on her face all day, "I don't remember anymore." She turned to leave. "Thanks for listening, Kevin. Are you coming to the reception? It should be… entertaining," she finished, smirking.

"Yeah, I'll be over then," he promised, looking at his feet.

"Hey," she added, placing a hand on his shoulder, "thanks. I'm sorry—I have to go. I'm sorry that I couldn't help you like you helped me. I'm not much of a listener. I'm a whiner. Ask anyone! But I'll tell you what—we should double date sometime, you and Gwen and Ace and me. It'll be fun."

She left Kevin alone with his thoughts. _It'll be fun_, she said. Oh, they were all so young!

But she was right. Which meant that he had to find Gwen and get to that reception. After all, how often did they have parties like that?


	3. in which kevin learns what loneliness is

He was not a particularly smart guy. Sure, he could tell you where to get the best deals on black market alien tech and the fastest way to get to Mars, but that was because he had experience, not because anyone taught it to him. Anyway, he had never been a fan of formal schooling, and he was pretty sure that they didn't teach those skills in your average high school.

Kevin Levin knew that he wasn't especially book smart. But he was smart enough to figure out early on in the war that it was going to feel much longer than it actually was.

It wasn't because those stupid Kids Next Door kids had dumb weapons made out of teddy bears and boomerangs, or because their acronyms and codes made his head hurt. He knew how useful they were, and he begrudgingly admitted how necessary they were.

It wasn't because that Dexter kid thought he was smarter than everyone else. Okay, he _was_ smarter than everyone else, but they needed him, and most people let him go because they knew that they'd never win this thing without his help.

It wasn't because the girls in the world—every single one of them with a crush or in a relationship, it seemed—had invisible hearts in their eyes every time they looked at a certain boy. That stupid wedding, as nice of a break as it had been, was distracting everyone. Julie had been one of the worst, and Kevin believed that if it weren't for the fact that Ben was so busy, she'd have dropped subtle hints to encourage him.

No, it was because it was so freaking lonely all the time. Everyone was split up all over the place, with people sprinkled all over the area like freckles on a nose. He was literally in the middle of Nowhere, and while he knew that he was working for a noble cause, this was just getting ridiculous.

And the worst part was that he almost never got to see Gwen, and he _missed_ her. He missed the way her beautiful red hair smelled like strawberries, and it began the day in a neat ponytail only to fall in her face by nightfall. He missed the kick he got out of teasing her about something, and the witty responses he always got.

They hadn't had their double date with Ace and Buttercup, though it seemed like their conversation the night of the wedding had struck up an odd new friendship. They ended up hanging out at the wedding reception (Ace and Buttercup both admitted later on that it was nice not getting mobbed by people they knew). While they never talked about it, Ace and Kevin were both ex-troubled youth working on the good side, and they bonded over things like cars, video games, and dealing with their respective women. Gwen and Buttercup also hit it off, their woman-in-charge attitudes fitting together nicely. They didn't get a chance to hang out very often, but it was nice having someone to sit with during mandatory rallies and meetings.

While Ace helped fill the "guy time" he used to have with Ben, he was still concerned for his "hero" friend. He'd never admit it, but he missed hearing the guy's voice. And whining. And random smoothie runs. He hadn't heard from Ben since before the last battle, and the only thing reassuring him that his best friend wasn't dead was the fact that no one had contacted him to tell him otherwise. Everyone communicated, but they were all so busy that their e-mails and conversations seemed strictly business and void of any emotion.

The truth is, he needed a day off. This was getting exhausting. He hardly slept at all, whether it was from his less than pleasant lodgings (he slept in a tent, and it always seemed to be perched on a pointy rock) or worrying about what was going on.

Evidently, someone higher up (they were a bunch of kids, were they really ranked? Mandy technically was "in charge" of everyone, but she wasn't exactly _merciful_) realized that people were getting burnt out, so everyone had at least one full day of forced leave a week. And even then, just his luck, he'd end up with a Tuesday, where there wasn't anything to do but go see some foreign movie he didn't catch a word of at some joint downtown where the ticket guy was as shady as the popcorn was soggy. Oh, and the worst part was, Gwen never seemed to get the same night off.

They hadn't seen each other in two weeks. _Two weeks_. It was probably the longest they'd gone without talking face to face (and not in a video chat on the communicator thing, that didn't count) since he'd turned good, and frankly, the separation was going to his head.

So he was pleasantly surprised when she sent him a message saying that she was free on Saturday night, which, _finally_, happened to coincide with his schedule. He eagerly replied that he was available, and they quickly made plans to stop by the performance hall as The Gangrene Gang was performing that night and they'd heard that since marrying, Buttercup and Ace were simply hilarious to watch on stage. Evidently, they argued a lot (which as their friends, Kevin and Gwen could easily believe), and it was either adorable or horrifying to witness according to each individual source.

Oh, and they played some pretty good music.

Kevin would have spent a long time getting ready that night, except he realized that he usually wore the same thing.

He took the slider to the end of the line, where he was slightly disappointed that he didn't see Gwen right away. He went inside, hoping to find her, where he marveled at the reconstruction of the place since the last time he had seen it. They had really done a nice job filtering all of the fusion matter out of the place; within a few more months, he was positive that they'd no longer classify it as an infected zone.

Kevin saw a red headed girl in the front row, and felt his heart race until he realized it was merely Blossom.

He was positively thrilled when he finally saw her in the back row, just as the lights were about to dim for the show to begin. He dashed over to her, almost skipping he was so excited to see her.

"Aw, Gwen, aren't you a sight for sore-" he said, a wide grin spreading across his face for the first time in weeks.

"Shh!" she interrupted, but she was smiling, so he knew she was happy to see him. "It's starting!"

Gwen grabbed his hand and gave it a slight squeeze, kissing him on the cheek. Oh, how he had missed her…

The show was unintentionally funny, as advertised. As lead singer, Buttercup had full control of the microphone, but that didn't stop Ace from cutting in every so often to tell her to back off, or to chide her for saying something she shouldn't have. It was clearly over-the-top, an act for the audience, as anyone who truly knew the couple understood that although they didn't always see eye-to-eye, they were very much in love and would do anything for each other. Especially those who spent time with them as a group. It was obviously an act, but that's what made it so funny.

Oh, and the music was good.

Towards the end, Ace started to play an awkwardly familiar introduction to a song.

"Is that 'Papa Don't Preach?' Really?" Kevin whispered, and Gwen snorted.

Buttercup's own father was sitting in the front row. Actually, her whole family was sitting in the front row… At least they all had time to spend together, Kevin mused. He wondered if they always came to Buttercup's concerts, or just this one… _That _must be awkward to explain to "daddy."

His thoughts were interrupted by Buttercup herself, cutting into the music with a gruff, "Hold on a sec!" to her husband.

"What?" he answered, confused. Ace looked almost panicked; this was clearly _not_ rehearsed like their other rants and banter.

Buttercup laughed a bit, and spoke into the microphone. "I know what you're all thinking!" she said in a sing-songy voice, the audience laughing. "Yep… Madonna. Really. It's a Madonna song. You can all laugh now, if you're not already. Not that there's anything wrong with Madonna… It's just pretty random when compared to the other stuff we do. Especially this song, even though we put our own little twist on it. Now, every single time we do this song, someone comes up to me after the show and asks me a question. A really specific and ridiculous personal question. Well, blame it on being a teenager or maybe call me a brat, but I'm kind of impatient tonight, so after the song's over, I'm going to give someone a chance to ask that question. Right here. In front of everyone. And I'm going to answer it just so everyone is clear."

"I wonder what this is all about?" Gwen whispered.

"I thought we weren't allowed to talk?" Kevin responded coyly. She punched him in the shoulder, and he laughed.

Ace looked a bit more at ease, so he was ready when Buttercup signaled that it was time for him to start the song again. They did an up-tempo, rock version of "Papa Don't Preach," and while Kevin usually enjoyed all of their original music, he had to say that Buttercup's vocals had a certain believability and desperateness during that song.

The song ended with thunderous applause. As it died down, Buttercup nervously laughed, and raised her hand. "Mmmkay… who will it be tonight?"

The audience laughed with her again, and a bunch of hands went up. Buttercup squinted and pointed to a Kids Next Door operative toward the front wearing a rather obnoxious safety orange hat. "Well?" she asked, hands on her hip.

"Hey, Buttercup," the kid said, his voice shrill and annoying. _Someone needs to hit puberty, and soon. His social life depends on it,_ Kevin thought. "Are you pregnant?"

And again, the audience roared with laughter, but this time, Buttercup was not laughing with them, as she had before. Instead, she said nothing, her face very calm. She smiled a little knowing smile, and _continued to say nothing_.

Eventually, after several moments of awed silence, the audience caught on, and they clapped even louder than they had for the song, cheering and hollering in support. Buttercup looked over at her husband, who said nothing, his jaw dropped and mouth wide open.

She laughed again, and said, "Well, honey, I said it was the same _question _every time. I never said I'd give the same _answer_ every time." Buttercup shrugged, and then she continued. "The answer, this time, is yes. Ace and I are expecting a baby! Oh, and I think the show's over, unless," she started, motioning to the rest of the band, "you guys can top _that_!" The lights came up, illuminating everything, including everyone's shocked reactions to what they had witnessed.

"Umm… Well, that was…interesting." Gwen said, mouth gaping. "I mean, I'm happy for them and all, but really? Like that? Maybe this is her way of getting back at him for proposing to her on stage."

"I wouldn't put it past her. She's a feisty one," Kevin agreed.

Blossom, Bubbles, and their father were already on the stage, as they had apparently fought their way to the front of the exiting crowd. From that distance, he couldn't quite tell if they were angry or excited. Lots of big hand motions and loud talking, but he couldn't hear anything except for the occasional vowel and shrieky syllable.

Gwen sighed and shook her head. "But was it necessary? I like Buttercup and all, but she really doesn't know when to stop."

"She could've pointed to him in the middle of the show and said, 'Hey kid, you knocked me up.' You gotta admit, it could've been a lot worse," her boyfriend replied, draping his jacket around her shoulders as they made their way to the door.

They walked outside hand in hand. "I really miss you," they said at the same time, and then they laughed afterwards.

"It's too quiet without you and Ben," Gwen admitted. "I'm almost bored. Is that so bad for me to say?"

Kevin pacified her. "No, not at all. I'm literally in the middle of Nowhere, Gwen. Trust me, I feel your pain."

She smirked. "You miss him, too…"

"Maybe a little," he shrugged, tossing his head. "But I know I miss you. Seriously, Gwen. I don't know how much longer I can go not seein' you all the time. And it's not just because we don't get to hang out and go out like normal teenagers, but because we just don't talk like we used to."

They stopped, and sat on a bench, where she put her head on his shoulder. "I know. I don't hear from you—either of you—for long periods of time, and I start to worry, and—"

"No, not like that," he explained. "I miss hearing you talk about stupid things like your math homework and your hair, and you sayin' how immature I am. I miss that stuff. Don't you?"

Gwen frowned and turned to him. "We're not kids anymore, are we Kevin? We're soldiers. But… I don't want to be sometimes. I miss being a kid."

"Me too, Gwen. Me too."

"We can fix this, you know. We need to talk more, and not just about our current status. I almost felt bad going to a concert tonight, because I felt like we should've been talking. I mean, it was the first time we've been together in—"

"—two weeks," Kevin cut in. "I know. I've been keeping track, too. But maybe that's a good thing. Maybe it's good when we don't have to talk to have fun being together. Maybe that means we're doing something right."

"But talking _is_ important, and we should do more of it. That way we don't have to stand on a stage in front of several hundred people to share news," Gwen said, laughing.

Kevin joined in. "Fine, then let's talk. I want a smoothie. That's communicating, right?"

"I bet Ben does, too," she answered, smirking.

"I wouldn't know," Kevin said with a frown.

"He's too quiet. I'm worried about him."

While he knew how dangerous things were out there on the front lines, Kevin knew he needed to make Gwen feel better about the situation. "Ben can handle himself. He's tougher than he looks."

Gwen looked sad all of a sudden. "He's seeing things I can't imagine, Kevin. I just hope he can come back from it and still be the same person. War changes people."

"It doesn't have to change us," Kevin said firmly. "We're not going to change."

"Speak for yourself, tough guy," Ace Copular spat, walking by.

Kevin smirked. "Congrats, Daddy-o… That was some concert."

Ace ran a hand through his greasy black hair. "Yeah, you're tellin' me." He threw his body on the ground next to them, sitting cross-legged next to the bench, and yanked a cigarette out of the pocket of his jacket.

"Are you excited?" Gwen was sincerely smiling, but her confidence did nothing for Ace.

The green man shrugged and lit the cigarette. "I guess. It's just sinking in. I mean, sure, yeah, it's great, but I didn't really expect this."

"You okay, man?" Kevin inquired, raising an eyebrow.

Ace put his head in his hands. "Oh, I'm fine. Right now. What if I'm a sucky father? I mean, I don't wanna be all hands-off like my parents were, but what if-"

"—you'll be fine," Gwen interrupted, putting a hand on his shoulder. "Don't think about that yet. You've got plenty of time."

"Nine months is plenty of time?" the guitar player said incredulously. "Well, actually, it's only about eight… She's known for a little while now. And she's got that freaky superhero DNA, so she might pop the kid out in a year or two for all I know. Or sooner."

Kevin was briefly surprised; Buttercup didn't seem like the type of girl to hide much of anything, unless it was something that was truly bothering her. "She didn't tell anyone?"

"Nope." Ace shook his head, popping the word. "No one. I guess everyone's kind of happy about it. I mean, it's great and all, but it's all so…"

"Sudden?" Gwen answered for him. "Everything's been happening so fast, I know."

"We've only been married for two months. I didn't think we'd have kids until… Well, we never really talked about it. What if I hate being a dad?"

They sat in silence for a moment, pondering his question.

"Do you love her?" Kevin finally asked, his words quite simple.

"Buttercup?" Ace said his wife's name gently, as if saying the word too loud would make her go away. "Of course. That's not the problem here."

"Then you'll be fine. You don't have anything to worry about. I think she's pretty happy, Ace, and it seems to me that you like when she's happy. I guess _this_ makes her happy. And I think you know that. You guys will be just fine," Kevin finished.

Ace shrugged. "I sure hope you're right. Anyway, I better go." He stood up and put out his cigarette with his foot. "I have a feeling her dad and sisters are going to be all bubbly and happy around her and all mean and bitchy to me. Like this is my fault. Her dad's usually pretty nice to me, but he might not like this…"

"You did knock her up, man," Kevin pointed out.

"We're married!" Ace yelled over his shoulder as he walked back into the auditorium.

Now Kevin and Gwen were alone, her head on his shoulder. "Where were we?" Kevin asked with a smirk, and then he kissed her.

She returned the kiss, but she hesitated. "They're together everyday, but it still seems like they don't see enough of each other. I think that's what love is… When you know everything there is to know about a person, but you're never bored."

Kevin nodded, understanding what she was saying. "You're right. And I do think we should talk more, even when we're not together." He looked down for a moment, deep in thought.

"What are you thinking about?" she asked, pushing some of his dark hair out of his eyes.

"How young everyone is. Buttercup's our age, and she's married with a baby on the way. Dexter's building weapons for a war. Ben's a soldier, and all of these kids are fighting and dying, and we're—"

Gwen gently touched a finger to his lips. "Shh… It's truly awful, I know. Everyone's so horribly young. This stupid war is making them grow up too fast."

"I keep thinkin' about how innocent some of them were. Like those annoying KND kids…Oh, and y'know that little kid Mac that hangs out at Foster's? He's completely missing out on his childhood. He's not going to know what it's like to do things in the right order. He's growing up in a world where kids his age and a little older are dying," Kevin pondered, frowning.

"I didn't quite understand at first why Ace was so set on marrying Buttercup. I mean, they obviously loved each other a lot, and he did a lot for her while she was… Missing. But I didn't get the urgency of it. Why it had to be right away," Gwen explained, holding on to Kevin ever tighter.

"I didn't get it right away, too," he said, taking her in his arms. "But I think war makes people do crazy things. Like marrying that young. Everyone feels like things are getting taken away from them, and they want to hold on to what they have as much as they can. I don't think he could stand being away from her for a single second, so he married her. Like the way I miss you all the time."

"You don't want to get married, do you?" Gwen asked, eyebrows raised.

"Hell, no. I'm not crazy."

Gwen punched him in the shoulder. "Why, you don't like me?"

"It's not about that! And you know it, I know you do. C'mon, we don't need to get married to know how things worked. Maybe it was the right time for them, but I don't think it's our time just yet."

"I think you're right," she replied, bringing her lips to his yet again. As they pulled apart, they saw the Powerpuff Girls walking out, all three of them laughing and smiling. The two men, Ace and Professor Utonium, walked behind them a little slower. Kevin and Gwen couldn't hear much of their conversation over the three girls giggling and cheering, but Ace looked relieved and the Professor looked calm and happy, if not a little shocked and startled. He seemed to have aged in a matter of minutes, the news sinking in quickly.

"I wonder what he's thinking… He's gonna be a grandpa soon, after all. I wonder what they're gonna call him? Grand-Professor?" Kevin said, laughing.

Gwen smirked. "I know what _you're_ thinking, Mr. Levin."

"And what's that?"

She grinned, and spoke in her best boy voice, oozing with excessively deep masculinity. "Y'know, if they weren't married, I think this would be illegal."


	4. in which kevin learns how to juggle

"You don't think this is weird, do you?" Buttercup asked Gwen one day. It was the beginning of August, and at two months, she had the beginnings of a baby bump.

It was a lovely day, all blue skies and cool breezes, and it seemed ridiculous to stay inside when it was so nice outside. It was the perfect temperature, the wind providing a much appreciated chill to mingle with the summer heat. They had just traveled to DexLabs for yet another status update meeting, but the meeting had ended earlier than they expected and so Ace, Buttercup, Gwen, and Kevin found themselves free for dinner, and subsequently, a walk around town.

The girls walked ahead of the boys, each in their own conversation.

"What?" Gwen answered.

"This. I don't know; I've never really talked to anyone this much other than my family," Buttercup explained, motioning with her arms as she spoke.

"No, not really. To be honest, I'm thankful for all you and Ace are doing for Kevin," Gwen said. "He won't say it, but he's really worried about Ben. We don't hear much from him."

Buttercup nodded. "Dexter's worried about him too. At the beginning of this whole thing, they couldn't get Ben to focus on anything, but now he's so serious. Dexter might be socially awkward as all get out, but he can tell when someone's not acting like they usually do."

"Are you close to him—Dexter?" Gwen inquired, tilting her head curiously.

"He's an interesting guy," Buttercup admitted. "We have an interesting relationship. He and my dad are pretty close; by association, we've spent a bit of time together. I guess you could say we're pretty good friends," she said, smiling in a playful way that Gwen knew that their relationship was more familial then she was saying.

"Kevin's very jealous of Ben's friendship with him."

"Oh. I didn't think about that… Dexter and Ben are a weird duo, but they work. But I didn't think I'd ever be friends with you and Kevin, so there," Buttercup said, smirking.

"It's nice for him to have friends. He's having a hard time convincing everyone that he's in this to help, not to hurt. He still feels like people don't trust him, and it's nice that you do." Gwen looked back at her boyfriend, who seemed to be having a very animated conversation about something exploding if she was reading his large hand gestures and loud sound effects correctly.

"I like you, Gwen. You remind me of my sister, Blossom, but you're not a control freak like she is. I know," Buttercup shrugged, reacting to a confused look from Gwen. "I know. That sounds _really_ harsh. But Blossom's got some issues right now. Me coming back… And then getting married, and getting pregnant… It's been a big adjustment for her. Bubbles is so happy that she either doesn't notice it or pretends not to notice it, but Blossom's not used to having some sense of control over me. She's bossy, and she likes people to listen to her. And I don't anymore."

Gwen laughed. "Sounds like Ben and Kevin, although they're a pretty good team."

"Oh, Blossom and I work well together. I think she's jealous of the fact that I don't share things with her all the time. Not that I would have _ever_ told her when I had a problem, because the old Buttercup kept _everything_ hidden away. But I've changed, and I don't care as much. I just want to live my life and beat this war. And Ace is a big part of that. She doesn't understand that kind of trust, putting all of your hopes and faith into one person like that."

"Ah," Gwen agreed, "I understand that. I don't think Ben's ever completely understood what Kevin and I have, even if he doesn't completely have a problem with it. He and Julie are just… a different type of couple."

"You get it." Buttercup hesitated and stopped where she was. "Oooh," she grunted, putting a hand on her stomach, "hold on a second."

"You okay?" Kevin dashed up to his friend's side, Ace not far behind him. "You look kinda pale."

"Just a little nauseous."

Gwen bit her lip, and held onto Buttercup's shoulder. "You didn't eat very much at dinner…" she observed with a cautious tint to her words.

"She didn't eat anything, if you were lookin' close enough," Ace said, and the tone of his voice was bitter and icy enough to give Kevin goosebumps.

Kevin motioned to Ace and himself, and then turned around to face the direction they came from. "We'll get you some water," he said over his shoulder.

"She's been pretty sick lately," Ace admitted when they were out of his wife's earshot. "Mornin' sickness and all that. She's afraid to eat, because she knows it'll just come right back up. Her dad's tryin' to talk some sense into her… It'll hurt the baby. I think once she understands that, it'll be fine. But I'm worried for her."

"She looks tired. And a little pale, maybe," Kevin noted, shoving his hands in his pockets.

Ace shrugged. "Today's the first she's been out in a while. She gets really nauseous sometimes, so she spends a lot of time in bed. She likes to play the piano, though. It keeps her calm, which kind of helps. The calmer she is, the less sick she gets. I can't tell you how many times I find her asleep on the piano bench, her face stuck in the music stand using sheet music as a pillow. I just want to see her smile again. She's excited for the baby, but she's been so sick, and she hates feelin' helpless, y'know? And if she gets worked up, she gets sicker."

They got several water bottles out of a vending machine, carrying maybe five or six between the two of them.

"Are you excited for the baby?" Kevin asked, juggling the cold plastic bottles in his arms. "You don't seem to be as nervous as you were before."

"Well, I know I can't be as bad as my parents were. I'm still a little freaked out by the whole thing; what if the baby turns out green like me, or has superpowers like Buttercup. Nothing would be bad, but it'll be interesting. I do get a little worried, though… I mean, what if I drop it? I've never held a baby before. How do I know if I'm doin' it wrong?"

"You'll feel me punching you in the face," his wife said wearily from a bench. "Did you have to bring so many?"

"Drink up," her husband ordered, handing her a water bottle. Buttercup obliged, and took small sips from the bottle.

Gwen grabbed a bottle from Kevin, who was not expecting her to slide one out from under his forearm and promptly dropped them on the ground. "Er… sorry. They're a little dented."

Buttercup laughed. "I don't care. Mama Ace here might, though," she quipped, giving her husband a playful smirk.

Ace gave Kevin a look, as if he was trying to tell him, _See! She's tryin' to distract you from the fact that she almost passed out…_

Gwen searched through her bag for a marker, and then drew a simple smiley face on the label. "Baby holding 101," she said, handing it to Ace. "Hold it. Whatever feels natural."

Ace held the tiny water bottle, cradling it in his arms, supporting the top of it.

"See?" Gwen said with a smile. "You're a natural."

"Y'don't have anything to worry about, man. You'll be fine," Kevin added.

"I know," Buttercup said with a smile.


	5. in which kevin learns about the winter

Things were getting worse.

They never actually told anyone that, but it wasn't hard to see. Panic and paranoia went hand in hand, and were around every corner. The casualty lists were getting longer and longer, but there wasn't any time to mourn. There was only time to keep fighting.

Many people had been reassigned for many different reasons. Less people were stationed out of specific places unless they were injured or could not fight, and more and more people were moved to either fighting directly or dealing the with the battle's aftermath, including cleanup, paperwork, and medical transport. It was necessary to have important people nearby during a battle, so many people were assigned to camps directly by the battlefront.

Kevin finally got out of Nowhere, assigned as backup and frontline technology expertise. He was essentially stationed just outside the battlefield of Hero's Hollow, which was dangerous and exciting all at once. He finally saw some fieldwork, but only occasionally, which wasn't good enough for him. He wasn't scared, and sitting out made him feel increasingly lazy, even if he didn't particularly want to die. Most of the time, he sat on an airship or a hard plastic chair at a training camp, talking through weapons training with new recruits. There wasn't time for excessive practice runs, so newbies were forced to go into battle with little to no training of any kind.

He'd get called in to help in battle occasionally, and sometimes he'd run out to fix a weapon. But most of the time, he sat and waited for someone to need him. While he was aware of the dangers and risks involved, he very much liked the change in pace. He wanted to see more action, though. It was almost a joke. He waited every single day for his name to be called, saying he could go to battle, but it hardly ever happened. He knew who was behind it—Ben was obviously either trying to protect him or prove a point. Kevin _hated_ the suspicion, but it was true; the hero was obviously sidelining him.

As bored as he was, the best part was that he got to see Gwen every day, as she worked nearby doing research.

Now that they were finally together every day, their relationship got a little more serious. It wasn't built on mundane things like dates and witty conversations anymore, but the will to survive, trust, and fear. They kept their promise, and their everyday words had more meaning and context to each other. They also kept in contact with Ace and Buttercup, who were preparing for their baby's birth. They had determined that the baby was a girl, and they were constantly throwing names at everyone. It wasn't out of the ordinary for Kevin or Gwen to get an e-mail from either member of the couple with nothing but a name suggestion, looking for feedback. It wasn't much, but it was enough to keep the friendship going, and the two couples continued to exchange communication back and forth.

And then there was Ben. They saw him more often than they had in a very long time, as he slept right across camp. As irritated as Kevin was with him, he hadn't quite figured out how to address the issue. Something had changed in their friend; he was quieter, more serious, and he had little time for socializing. It was all about the mission for him, and most people knew that it was foolish to get in his way. He remained in constant communication with Dexter, receiving advice and orders. Kevin continued to feel as if the genius boy was replacing him, but there wasn't much time to dwell on his dwindling social life, as they were all so busy working for the war effort.

It was now mid November, and if Kevin hated fusion matter, _frozen_ fusion matter was that much worse, as it was slippery _and_ infected. To top it off, they were short on blankets, space heaters, and other winter supplies, so everyone was cold. And they didn't have any trouble telling each other.

One day during lunch (just when he was about to punch the KND sitting behind him for whining about some kind of fictional frostbite _again_), Gwen poked him in the ribs and told him that they'd received a message from Buttercup.

Knowing that Kevin was probably too lazy to read it, she pulled out her communicator and read it aloud.

"_Kevin and Gwen,_

"_Thought I'd update you on the progress of the munchkin inside of me (Ace and I keep referring to her as "Squirt," and I really hope that doesn't catch on. Poor kid!). It turns out that having superpowers has its quirks—the little bugger is developing much faster than she's supposed to, so I guess she's going to make an earlier appearance than we had originally expected. _

_"I'm technically only five months pregnant, but we figured out a few weeks ago that things aren't progressing like they normally would,_" Gwen read.

"Does Buttercup ever do _anything _normal? This really shouldn't be that much of a surprise," Kevin interrupted, shoving food into his mouth.

Gwen shook her head, obviously more than a little bit shaken. "They were worried something like this was going to happen. I hope that doesn't complicate anything."

"_We're not quite sure how far along I am, only that this definitely isn't what it's supposed to be. I've apparently been ordered to mandatory maternity leave, which means I get to sit in my apartment and play video games all day."_

"Ha!" Kevin laughed. "I bet she's pissed. I don't think she likes to sit on her ass and let other people do things for her."

_"Needless to say, I'm kinda pissed."_

"Told you so."

"_I'm bored to tears already. I mean, I want the baby to be safe and all, but this really sucks. _

_"Fortunately, I'm allowed to go on one more field trip before I hibernate for the winter, so I'm coming up to deliver some much-needed supplies to you guys. One last trip to the Darklands shouldn't hurt me. Honestly, I think the Professor just wants me to feel useful, and get some fresh air. I've spent a lot of time cleaning up infected zones throughout the suburbs and Downtown, but it's becoming more than Blossom, Bubbles, and I can handle, and they wanted me out of there just in case. _

_"Most of Downtown is lost, up to Marquee Row. It was downright scary to watch it happen. I'll miss Sunny Bridges, just because I've spent so much time there. They're going to have to adjust the slider system. Dexter's just thrilled—more work for him. He's been very quiet lately. Not that he says much to begin with. He's a rather private person, but I'm not, so I can usually get just about anything out of him. But he's been weird lately, and it's making me feel uncomfortable. Sorry, Kevin. I know he's your favorite person. :-)_

_"I can't wait to see you guys. I should be up in the next few days; I'd be there faster if they let me fly, but they're insisting I use the S.C.A.M.P.E.R. just in case. I hate feeling helpless. I'm pregnant; I don't have a terminal disease!_

_"See you soon! Love, Buttercup."_

Gwen closed the message. "Sounds like they really wanted Buttercup away from the fusion matter."

"Well, yeah," Kevin agreed. "She's pregnant. They have no idea what effect that might have on her."

Biting her lip, his girlfriend reached across the table and took his hand. "Buttercup doesn't have the greatest track record, Kevin. You know she's lying about her dad being okay with it; Ace even said she's been sick. And that was months ago. I'm sure she's much worse. Do you think she'll be okay to come up here by herself?"

Kevin huffed. "She won't be alone. She's got us."

Gwen didn't seem convinced. "She's just like you and Ben… She really doesn't like to feel useless. I'm just worried she's pushing herself too far. What if she's hurting and doesn't tell us? Like you do sometimes."

"Hey! When I have a paper cut, you know it."

"That's not what I mean, Kevin, and you know it," she scolded, rolling her eyes. She put her communicator back in her bag.

He sighed, putting his hands on the table. "Look, Gwen, I'm worried too. But there's too much to be done to sit around and freak out about everybody. Buttercup knows what she's doing. And do you honestly think Ace would let her get hurt? She'll be fine."

The redheaded girl sighed, and he knew she wasn't just thinking of the green Powerpuff girl, but also of a certain brown-haired boy with a weird watch. "I hope you're right, Kevin. I hope you're right."


	6. in which kevin learns how to take a leap

Nothing.

Ace hadn't picked up his phone or acknowledged that he'd received any of Kevin's numerous e-mails, and time was running out. Buttercup was going to have the baby _soon_, and she was hysterical. Without her husband, she was panicking, and the stress was quite literally killing her.

Kevin stood by the stretcher helplessly as he watched the scene in front of him unfold. Gwen knelt next to Buttercup, pushing her dark hair out of her pale, shiny face. It stuck to her forehead in thick ribbons of black, held to her icy white skin by a cold sweat.

"Shhh… It's okay, you'll be okay. The baby will be okay. Kevin just talked to your dad and sisters; they'll meet us when we land in Tech Square. The medics at DexLabs are ready for you," Gwen whispered to her, trying to calm her down.

"A…and Ace? Is…is he on his way?" the pregnant girl rasped back, her voice barely audible.

Gwen met Kevin's eyes, and at once he understood how serious the situation was. The teenage boy shook his head, looking at his feet.

Buttercup had arrived only that morning, dropping off some much needed supplies. She planned to stay for the day, and go home on the S.C.A.M.P.E.R. after dinner. They were thrilled to see her; she had really "popped" since they had last seen her, looking nearly full term. Her round belly stuck out, and Kevin could see why they didn't want her to fly. However, he wasn't quite sure why they let her go in the first place. The baby was obviously going to come soon; were they stupid? Buttercup looked _very_ pregnant.

She looked pale, but then again, she'd been ill. And he'd be lying if he said he hadn't missed her rants and sarcasm. Good-humored people were hard to find just out of a battlefield. It made him that much more bitter about staying on the sidelines—they didn't have _time_ to be bored. Buttercup sympathized with him, as she very much hated being out of commission.

They purposely tried to get their work done early, providing more time for Buttercup's visit. It had been a rather quiet day so far; Ben was off doing something heroic, and Kevin remembered him remarking that they shouldn't expect to hear from him for a day or two. Ben did that a lot—taking off by himself and doing something stupid that somehow ended up being helpful.

But when they sat down for lunch (hot dogs… again.), Kevin noticed the Powerpuff sway on her feet and her face go absolutely white. She didn't respond when he asked if she was okay, and her eyes quickly rolled back into her head as she fainted. Gwen dashed behind her to catch her, laying her down on the ground.

Kevin and Gwen quickly got her to a S.C.A.M.P.E.R., knowing that DexLabs Medical was where she needed to be.

Immediately after taking off, he called Professor Utonium, who quickly gave him instructions for keeping Buttercup calm and comfortable until they reached medical attention. The scientist tried to sound cool and collected, but Kevin sensed the panic in his voice. This was his daughter they were talking about; there was an increasing possibility that he might lose his little girl or even his granddaughter.

Next he talked to Blossom, who kept her voice low as to keep the information from Bubbles.

"It'll be better if she hears it from me," Blossom explained quietly. "Especially… especially if something's gone wrong. It'll be better if I tell her," she repeated.

And so here they were, waiting. Buttercup had regained consciousness not long after they took off, but she was very weak and not all the way there. Her eyes were squeezed shut in, and her breaths came in quick gasps.

Kevin suddenly moved over to her side and took her hand in his. Her bright green eyes opened, shining with pain. "Look at me, Buttercup. Ace loves you, and he's going to do his best to be here when you have this baby. I'm going to do everything I can to get him to you. Do you trust me?"

"Yes," she breathed.

"Then you know I'll do everything I can."

She nodded weakly in response, the slightest movement of her head. Seconds later, her eyes fluttered shut.

Gwen put a hand to her forehead, remarking, "She's unconscious. I wouldn't know what to give her for the pain…"

"Maybe that's good. At least she's calm," Kevin thought aloud, stepping back and dialing Ace's number once more.

Nothing.

"Kevin… Something's not right, I can feel it. This isn't right."

"What do you think it could be?"

"She's in labor, and it's earlier than even the Professor could have predicted, and he knows her body better than anyone else. Something's wrong. I don't know… Kevin, I'm not sure if she…" Gwen trailed off, the sudden truth overwhelming her.

"Oh, no…" he breathed. "You don't think she's gonna…? It can't be that bad. She's a Powerpuff Girl!"

"But she's also very young, and she's had lots of exposure to fusion matter. Kevin, I'm not sure her body can handle this. It's more stress than a pregnancy should be, more painful…" Gwen observed. "It's like it's magnified or something. Without the proper pain meds, the pain will kill her before she even has the baby."

"Hey, you," Kevin bellowed to the KND operative piloting the S.C.A.M.P.E.R. "How long until we get to Tech Square?"

"T-twenty minutes or so, s-sir," he answered, "depending on the wind, and the trajectory of the—"

"Yeah, yeah," Kevin snapped, and it was only then that he recognized the squeaky-voiced KND operative from the concert a few months ago. Softening, he added, "Thanks."

The pilot patted down his orange hat and nodded in response, thankful that Kevin spared him from any sort of vocal beating brought on by the sheer seriousness of the situation.

Suddenly, Gwen sat up a little straighter. "Wait, Kevin, where is Ace stationed right now?"

"Now that Marquee Row is gone, he's been transferred over to Sector V, but I've been trying to contact him for the whole trip so far—an hour—without any luck, Gwen," Kevin replied, hanging his head down in defeat.

_I promised her_.

"Exactly!" she exclaimed, looking hopeful. "Where are we now?" she inquired, pivoting her body until she was facing the pilot.

"Forsaken Valley, but—"

"That's it! Kevin, we're close enough to Sector V! You're going to have to look for him on foot."

"_What?_ Gwen, we can't afford to stop. Buttercup can't wait that long," Kevin shouted, confused by Gwen's suggestion.

"We won't have to. Every S.C.A.M.P.E.R. is equipped with emergency parachutes, right?" she asked.

"Why, yes, it's standard in case of a crisis, but—"

"Kevin," Gwen said, looking him straight in the eyes, "there's not much more we can do for her. It's not up to us. And I know you want to help her as much as I do, and you can do that by _finding Ace and bringing him to her_. Please, Kevin…"

Kevin didn't hesitate. After glancing at the feverish girl lying prone on the stretcher in front of him, he said he would.

* * *

Immediately after he landed, Kevin decided that he would never under any circumstances use a parachute to exit a moving object ever again.

However, this was not his main concern. He had to find Ace. All he knew was that the guitar player was stationed somewhere in Sector V, and on a hunch, they had thought that this might help him find him.

It was stupid, but necessary.

After he landed, Kevin started asking every single person he came in contact with if they had seen Ace. Unfortunately, he had forgotten that Sector V was somewhat of a safe zone to keep clueless new volunteers out of any trouble or danger, so many of the people he asked didn't even know it was possible for people to be green let alone know who Ace was.

He went right to the top; many experienced KND operatives and other volunteers stood by up on the tree house. Finally he found people who had seen Ace that day, but not within the past few hours. It was only when he came started to talk to that geeky Numbah Two kid that he finally got some answers.

"Ace? Oh, he ate something bad at lunch. I sent him to lay down a few hours ago; I wouldn't say he looked _green_ per se, because he's usually green, but he did look a bit ill. Why, do you need him for something?" the boy asked, his smile reaching his laughing eyes.

Kevin nodded. "Where can I find him?"

Sensing the seriousness in Kevin's tone, the grin slipped off of Numbah Two's face. "I'll take you there."

* * *

He found Ace in an empty house nearby the tree house. "He's been sick all afternoon," Numbah Two explained. "He was probably sleeping. That's probably why you couldn't contact him. What's this all about?"

Kevin paused as they reached the front door of the house. "It's Buttercup… They think she's going to have the baby, but… Well, it's not going like it should."

The KND operative paled. "Oh, that's not good… Will she be alright?"

Kevin's fist was in mid-knock when the door opened. "Is who going to be alright? Kevin?" a very shocked Ace asked, desperate for an answer.

Ace had apparently heard them outside. He looked ill, his normally green skin lightened to an icy mint. He had dark circles under his eyes.

"Ace," Kevin said slowly, concentrating on each word, "you need to come with me."


	7. in which kevin learns how to hurt

"I was… I was worried somethin' like this was gonna happen. I didn't want her to go off to the Darklands alone. I knew it. Thank goodness you and Gwen were there…" Ace rambled.

They were standing next to each other on the slider, traveling to Tech Square. Kevin received a message only minutes ago that Buttercup had arrived safely at DexLabs, still alive, but unconscious.

"She's holding on," Kevin commented, trying to make Ace feel better. "She seemed happy to be useful."

"They pulled her off of active duty weeks ago. She's been really sick; I know there's supposed to be mornin' sickness and all of that, but there are days when she can't even get out of bed. She felt better for a bit, and that's when she begged them to let her deliver supplies. She said it would be her last mission before she took a break. I didn't believe that for a minute," Ace said bitterly, his head in his hands.

Kevin was confused. "That's not exactly what she told us. She said that the Professor wanted her to go, and that she was going on maternity _after_ she came back."

"Buttercup's always pushin' things too far," Ace sighed. "She's barely been out of our apartment for a month. I hate leavin' her everyday, but it always makes her feel better to know that at least one of us is doin' somethin' to help, y'know? I think her dad was just happy to see her up and movin' around. I think he was worried she'd go crazy or somethin'. _I've _been worried about her. So much that I made myself sick, see? I feel really bad that you couldn't get a hold of me, man. That's really not cool, and I'm sorry."

Kevin shrugged. "It's okay. You needed to sleep; being sick sucks."

They were getting closer to Tech Square, and Kevin saw Ace get more and more nervous as they got closer to their destination.

"How bad was she when you left?" Ace asked, and Kevin was afraid to answer him.

"I don't want to scare you, man, but she didn't look… She didn't look very good. She's got a really high fever, and her breathing was all funny. Gwen said it wasn't your typical morning sickness, either," Kevin admitted. "She was really worried about _you_," he added quietly.

"Me?" Ace said, looking up.

"She's in a lot of pain, man, I'm not gonna lie to you. But all she could think about was you and the baby. I'm sure she'll be fine. We just have to get you to her."

Ace closed his eyes, and then opened them. "She'd never let me hear the end of it if she had our little girl and I wasn't there, would she?" he said, trying to smile.

"No," Kevin replied in all seriousness as he patted Ace on the shoulder, "I don't think she would."

* * *

Gwen met them outside of DexLabs. She was sitting cross-legged on the street right by the door, her head in her hands. She jumped up within seconds of seeing Kevin and Ace walk towards her.

"There you are, thank goodness," she shouted, grabbing Kevin by the arm and dragging him into the building.

"Gwen, we got here as soon as we could," Kevin argued, his brow furrowing.

"I know," she said, but then added, "I just hope it was soon enough," under her breath.

They jumped into an elevator, and Gwen pressed a plastic button with the number 6 on it. They remained silent as the digital numbers above them increased as they traveled up through the building.

Gwen led them out of the elevator and into DexLabs medical, where it occurred to Kevin that everything was much too quiet. They were in a long hallway, the walls painted a neutral tan. There was a glass door at the end of the hall, but they were clearly all afraid of what they would find behind it, so they stopped and stood where they were.

"Is her family here?" Ace asked, echoing his friend's thoughts.

"Professor Utonium is, but Blossom and Bubbles are on their way…" Gwen trailed off. She stopped short, and Kevin knew she was hiding something.

"What's wrong?" Kevin questioned. "Why aren't they here yet?"

"They're fine," Gwen revealed, "but they're trying to evacuate people out of Downtown. Tech Square is safe for now, but we're losing Townsville. They're trying to get here, but they had to help."

They were quiet for a moment, trying to ignore what that meant for the war and focus on the situation in front of them.

"How is she?" Ace whispered, thinking only of his wife. "How are _they_?"

"Buttercup's awake, but very weak. They're running tests on her right now. She's having contractions, and she's definitely in labor, but they're trying to pinpoint what exactly is going on," Gwen explained.

Ace wrung his hands together. "Can we check on her?" he pleaded.

Gwen told them to wait there and went to find out more information. She disappeared behind the glass door.

"I… Kevin, I'm not sure I can do this…" Ace murmured. "If somethin' happens to the baby, I don't know if I can bring her back… She tries to act like nothin' can hurt her, but she… Oh god. She's been so sick, Kevin. We thought it was just morning sickness… It didn't happen all the time, just every week or so. But she's been so happy… Oh god, it's gonna kill her…"

Kevin wiped the sweat off of his face with his hand. He didn't know how to respond to that.

Gwen popped out from behind the door and gently closed it behind her. She motioned to Kevin to come talk to her.

"What's going on, Gwen? I have to tell him _something_," he said, biting his lip.

She shrugged, and closed her eyes, leaning against the wall. "They wanted to have an emergency C-section, but the contractions are happening too quickly for them to stop it. She's anemic, Kevin. Because of all the fusion matter she's been exposed to; remember the problem with all of the new recruits a few months ago? That's why she's been so sick… It's fairly common in pregnancies. They don't usually notice it until the second or third trimester, and they can usually stop it, but the fusion matter made it mutate. And the Chemical X in her body is interfering. When a woman is pregnant, the body needs fifty percent more blood. The Chemical X has been overcompensating, but it's the anemic blood, so it's not what she needs… It's been making the baby develop faster, it's been making Buttercup be in more pain. Everything's magnified, like I thought it was. Everything is more intense."

Kevin stood next to her, his mouth open. "Gwen, _what does that mean_? I don't know what to tell this guy. I know you just explained the details, but I need something a bit simpler. I need to prepare him," he insisted.

"You don't need to protect him, Kevin," she implored. "I know you feel close to them. I know you feel like you need to help them. I know that it's because you're a good person, and because you can help them in a way you haven't been able to help Ben," she continued, ignoring his protesting body language and the fact that his mouth was open, ready to reply. "But there are some things _you don't have to do_. Think about what you're doing, Kevin. I don't want to see you get hurt."

He gave her a chaste kiss on the lips. "It's too late for that, Gwen," he whispered with a touch of sadness in his voice, and he gently put a hand on her chin.

Kevin turned back and walked to the shaking green man in the corner, draping an arm around him as he told him what was happening to his wife and child.


	8. in which kevin learns to watch

After hours of labor, Buttercup gave birth to a baby girl on November 19 at 2:20 in the morning. Ace held her hand through the whole thing, watching with a horrified fascination as his daughter was born.

Ace hadn't been allowed in at first, as he was sick, and they were worried that it might be contagious, but when it became clear that Buttercup was calmer when he was in the room, the doctors relented, so he saw his daughter's birth.

She was a tiny thing, a little lady with peachy pink skin and her mother's dark hair and green eyes. She was barely six pounds, but healthy under the circumstances.

Her mother did not fair as well.

She was too weak to hold her daughter after the doctor cleaned the baby up, eyes struggling to stay open. She was too exhausted to remain awake for long, but she was clearly happy, giving her husband a small smile and gently squeezing his hand as her eyes slipped closed.

Kevin and Gwen were just outside the room while Buttercup had the baby. They stayed the entire time, pacing and sitting off and on as their tired limbs wordlessly dictated. But they knew what was going on; they could hear Buttercup's screams of pain, and only when they heard the unmistakable cry of a newborn did they dash into the room, where they saw the beautiful baby girl, her panicked, tired, and happy father, and adoring grandfather gathered around the bed.

Kevin noted that the baby girl's cry sounded eerily similar to her mother's laughter—sincere and musical all at once. In light of the current situation and all they had been through, it sent shivers down his spine.

Not long after, the doctors politely asked that everyone leave the room.

Ace, still holding his newborn daughter, hadn't even had the chance to discuss the little girl's name with her mother. The happy smile hadn't quite faded from his face when he worriedly inquired, "What's going on? I thought everything was alright now?"

Realizing that there was not much else they could do, Gwen and Kevin went downstairs to the DexLabs cafeteria to get food for the group. In the early morning announcements, the voice over the loudspeaker announced the baby's birth.

At first, Kevin was alarmed at the fact that there wasn't the typical "mother and baby doing fine" tag at the end of the announcement, but then he realized that the mother wasn't doing fine.

They carried bags of food upstairs, but the food was quickly abandoned in a corner.

"She's losing too much blood," Professor Utonium explained, his eyes not meeting the young couple's or his son-in-law's. "We… They can't stop it. Not the doctors, or Dexter's robots, or… Oh, my girl… My poor little girl…"

Kevin had never seen the man look so unbelievably defeated. He sat down in a chair and threw his head in his hands, his fingers twisting through his dark salt and pepper hair, strands sticking up at all angles. He looked every bit the mad scientist, but this was a different kind of madness—grief.

"We didn't… We didn't even decide on a name yet," Ace said quietly, his eyes shining with sadness. The realization of what was happening, what would inevitably happen in the next few hours dawned on him all at once.

The doctors came out soon after and let them sit with her. Gwen held the baby in her arms, and Kevin looked at her and wondered where her aunts were.

Ace held his wife's hand, careful not to interrupt the wires and lines running all over.

"I love you," Ace whispered to his dying wife, still very much a little girl herself. He kissed her hand, wanting to feel his strong girl squeeze back.

"There are so many things I want to say to you right now," he told her still form. "But the stupid thing is, I can't figure out what any of them are without you tellin' me. It's funny the way a person's life can change in a second or two, y'know? Like when I found you after the accident with Mojo Jojo and I knew I couldn't let you out of my sight. I knew I loved you. Hell, Buttercup, you've got scars that nobody knows about but the two of us." He was crying now, sobbing. "You know, the guys thought I was goin' soft for a while because of you. Thought it was nuts that I let a girl get to me like that. But they figured out that with you, I was changin', and for the better. You were tough like I was, but you made me care about the world around me. You made me see that it's okay to be angry at the world, as we channel that into makin' a difference."

"See?" Ace said, his voice growing hoarse, "We just fit together, the two of us, so… easily. We're so different and so similar at the same time. Shit, Buttercup, you know I'm no good with words. That's why I always let you write the lyrics to our songs. See what I mean? I can't even tell you how lost I am without you _because you're not gonna be here to help me figure it out_. We've got a beautiful baby girl, Buttercup. I love her already, just like you knew I would. I knew the second I looked at her that I loved her more than anything. Like I did with you. But… I really wish you were gonna be here to help me with this. She needs a mama, Buttercup, and that's you. It's _always _been you. For our little girl… For me. It's alwaysbeen you. It's always gonna _be_ you. And I don't even know if you can hear me right now, but I need you to know that I love you now, and I always will, even if you're not here. And it makes me sick that you're leavin' like this, but I'm gonna try to love our little girl the best I can for the both of us, 'cause it's what you'd want. It's what _I _want. I love you so much… Oh, god, Buttercup…"

Kevin gripped Gwen's shoulder, and the redheaded teenager handed the baby to her grandfather so her boyfriend could hold her.

Kevin closed his eyes. He wasn't sure he could watch this.


	9. in which kevin learns when to leave

Buttercup had been dead for nearly two hours by the time they received word that her sisters were on their way upstairs.

Kevin was speechless; he'd seen death, but never on this emotional scale. Ace sobbed over his wife's body, cradling her in his arms and close to his chest like he did his young daughter only hours before.

He wanted to hold Gwen and never let her go. He wanted to hold on to his childhood, every awful, horrible, and beautiful moment of it, and keep it forever in the front of his mind. He didn't want to forget it… He didn't want to grow up, and admit that he couldn't always save everyone…

And where was Dexter? Gwen had said before that Buttercup was closer to the boy genius than they let on, but if they were so familial, than why wasn't he there in arguably the most important part of her life? Why wasn't he there when Buttercup died? Again, Kevin felt like he was standing in for Dexter, and he didn't like it.

As they waited upstairs for Blossom and Bubbles, Professor Utonium, who hadn't said a word in hours, quietly asked Ace what he planned to name his little girl.

Ace was trying to hold back the tears that had been steadily falling since the moment he heard the shrill mechanical alarms announce his wife's death. He hadn't let the baby out of his sight since Buttercup died; she hadn't been out of his arms once. "Bailey," he said, voice quivering with emotion.

"Why?" Gwen asked in a calming and friendly tone, her head tilted to one side. "Is there a specific reason?" she added softly.

"She liked it, and it fits. It's pretty… But mostly? Mostly because it starts with a B," the new widower choked, meeting his father-in-law's eyes for the first time since the whole ordeal began.

The two men leaned on each other, crying for their loss and gain. It didn't matter which side they had been on before, or where ever they were going. They had just lost one of the most important people in their lives, and that wasn't going to change. They'd always be connected by the tiny dark-haired girl in Ace's arms, and by their love for her mother. Nothing was going to change that.

Kevin and Gwen, realizing that this was not a place they should be, wordlessly decided to meet the remaining Powerpuff Girls in the halfway—this sad scene was not the way for them to find out.

They met in a stairwell, and Blossom and Bubbles stopped, hovering in one spot, their feet inches above the ground.

Blossom, ever observant, noted their solemn faces first. "Oh, no…" she breathed, instantly understanding. Her face was blank, her eyes wide with realization.

"Not the baby!" Bubbles wailed, her face in her hands. "Oh, poor Buttercup! Poor Ace!"

"No…" Blossom interrupted emotionlessly, throwing a hand in front of her sister to stop her from continuing as Gwen started to correct her. "It's not the baby, is it?"

"She's beautiful," Gwen shared through a slow curtain of weary tears. "Ace named her Bailey."

"And Buttercup?" Bubbles squeaked, already knowing the answer.

They were silent for a moment, and Blossom gasped, covering her mouth. Bubbles let out one long sob, piercing the silence like a knife through flesh, its blood trickling out as they reacted to the wordless news.

"She… She was really sick," Kevin tried to explain politely, but gentleness was not in his nature. He felt himself failing. _Sorry, Buttercup_, he thought, knowing that the dark haired Powerpuff would have been concerned for her sisters.

"No!" the blonde shrieked. "Not my sister, not my sister!" Bubbles shouted at first, but she trailed off into private mumblings that no one could quite understand. She sank to her knees, Blossom catching her so she wouldn't tumble down the stairs.

Gwen, noticing her boyfriend's distress, quickly took over. "She was really ill yesterday, and she went into labor. It was a combination of things, but ultimately…"

"But... Buttercup's strong! _Always_ so strong," Bubbles sniffed, picking herself up.

"Sometimes," Kevin explained wisely, and in a way only experience could explain, "sometimes being strong isn't enough. Being brave, and good, and determined isn't enough. Sometimes things just happen."

The two Powerpuff girls clutched each other, Blossom fighting back tears and stroking her blonde sister's hair. Gwen put a hand on Kevin's shoulder, understanding that he had just vocalized his primary fear—that wanting this war to end, knowing that they were capable, might not be enough to beat it.

"Can we see Bailey?" Bubbles asked after several minutes, and Gwen led them upstairs to meet their niece, leaving Kevin to his thoughts.

He sat down on the stairwell, putting his head in his hands. He wasn't quite sure what to think right now.

_How?_ How could she be gone? Kevin found himself begging for an answer, or at least a childlike disbelief like Bubbles. It didn't seem fair; why did Buttercup have to die? Why now, when everything was finally so happy?

The worst part was, he felt so unbelievably selfish. His first thoughts were not of Ace, Bailey, the Powerpuff Girls, and Professor Utonium, who were now missing a wife, mother, sister, and daughter, respectively. His immediate thoughts were of himself.

He wanted her to stay alive so badly. He wanted it with every fiber of his being. She was his friend, and he never had to explain himself to her. She just... _understood_. Everything. And while he knew that he had done everything in his power to help her, he just couldn't shake the feeling that he'd failed somewhere down the line. Why did he feel like he could have prevented this?

The words in Kevin's head overwhelmed him, disjointed and overly simplistic as they were. They made him feel stupid and guilty, and he wanted the entire situation to just disappear. He wanted Buttercup to be alive and healthy with her family and friends. He wanted Ben to acknowledge their friendship and the skills they had as a team. He wanted to be able to talk to Gwen without feeling like an idiot, and to comfort her the way she needed to be comforted. He knew she needed it; hell, _Kevin_ needed it.

Frustrated by his seemingly selfish and primitive thoughts, Kevin pulled himself up on the railing and made his way back up the stairs. He didn't believe that he'd be welcome, but at least he'd be somewhere familiar.

If only familiarity didn't go hand in hand with chaos. If only war and violence and death weren't normal to him, weren't what he was used to. If only someone understood.


	10. in which kevin learns about anticipation

For the first time since the stupid war began, Kevin was absolutely thrilled to be alone. Sure, Gwen was with him, but neither one of them particularly felt like talking. Especially when there wasn't much to talk about.

That was the thing—they didn't have to ask what the other one was thinking anymore. They didn't bother asking how the other was doing because they already knew the answer.

They were lousy, plain and simple.

In the hours that followed Buttercup's death, life wordlessly went on. The war effort wasn't going to stop in its tracks because someone died. And yet it felt cruel to continue living, knowing that Buttercup wouldn't be there. They were all sent the casualty list on their communication units, as they always were after a battle or an event of this scale. Kevin was relieved that the list was relatively short (only about ten names), and that he didn't recognize any of the deceased.

Kevin slept for several hours in someone's spare quarters at DexLabs, getting more sleep than he was used to. He was woken up by a loud ringing sound, and it wasn't until he was fully awake that he realized his phone was ringing.

"Hello?" he answered, his voice quiet from sleep and emotional exhaustion.

"Kevin, it's Ben," the voice replied. "I just got the casualty list… What's going on? How did Buttercup…? Kevin, she shouldn't have been anywhere near there! I thought she was supposed to come up and see you guys yesterday? That's gotta be a mistake."

Kevin was taken aback. "They put her on the casualty list?" It dawned on him that he didn't remember realizing that. "Hold on a second."

He checked the list again.

_F. Bunnyspark_

_B. Copular_

_Q. Cupcakefire_

_Y. Jones_

_H. Michaelson_

_G. Pottburger_

_X. Pibblesnacker_

_B. Thomas_

_T. Violet_

_V. Young_

There she was, "B. Copular." He hadn't thought about her last name; he was so used to looking for Utonium that it hadn't dawned on him that she had taken Ace's last name when they got married.

Somehow, it made the dull ache inside of him throb a little more. "No," Kevin swallowed, not looking forward to telling Ben the story. "It's her. She came up to see us, but she went into labor during lunch."

"Whoa, that's early… What happened? Oh, no… Does that mean the baby—"

"No, the baby's fine; it's a little girl. But Buttercup… Ben, Buttercup didn't make it," Kevin said, not wanting it to be true. He had made a friend—an honest to goodness friend, who wasn't repulsed by his history, but instead, intrigued by it, understanding it—and she was dead. Retelling this story was going to be miserable. He lived through it; he didn't need to relive it over and over. He wasn't going to cry, but this… This loss hurt. He felt a little emptier inside, a little hollowed out.

Ben was quiet for a moment, and Kevin knew he was trying to process the information. The old Ben would have immediately been concerned for Kevin and Gwen's reaction, as he knew they were close. The old Ben would have dropped what he was doing to see if they were okay. The old Ben would have made him feel better about the whole thing, or at least tried to.

But Ben had changed, and Kevin knew that the Omnitrix-wielder was lamenting the loss of one of his most effective frontline fighters. Buttercup was involved with nearly every aspect of the war despite her maternity-leave, and her absence would be greatly noticed. Kevin prepared himself for Ben's response, knowing it wouldn't be quite what he wanted to hear.

He did not expect what actually came out of Ben's mouth. "Oh no, Dexter doesn't know! He was out with me. He's going to be absolutely devastated when he finds out. They were close."

"Where were you guys, anyway?" Kevin cut in angrily. "You just disappeared. You do that, and it's really annoying and obnoxious. You say, 'See you in a few days' and you just take off."

"Out," Ben said flatly, and Kevin knew he wasn't going to get any more information from him.

"That's oddly specific," Kevin remarked sarcastically. He'd had about enough. "If Dexter was so close to her, why wasn't he here? Why doesn't he already know? Why—"

"He doesn't like to look over the casualty lists, okay?" Ben answered, sounding irritated. "It makes him feel—"

Kevin interrupted,"—like the things he's doing have no consequences? We're all trying to beat this thing. Maybe it'll be good for him to see that people are _dying_, Ben. Maybe things will get done faster. People are getting hurt, and without help—"

"Don't you dare, Kevin," Ben warned. "Don't turn this into another rant about how we won't let you fight on the frontlines. Don't do it. This isn't about you. This is about—"

"—This is about pooling together what resources we have!" Kevin was shouting now, anger taking over. "Listen, Buttercup was one of the best you guys had. All I'm saying is that she's gone now, and there are consequences."

Kevin heard stunned silence from the other end. "I can't believe you, Kevin. This is why you can't fight; you'll lose control. You lose your temper. You're so selfish! You can't handle the responsibility!"

"It isn't like that!" he hollered. Tennyson was really pissing him off. They hadn't fought like this in a very long time, and if the conversation hadn't been over the phone, they both knew that it would be very physical. Realizing this, Kevin tried to adjust his tone accordingly. This was the very last thing he needed. "Don't you trust me? Doesn't everything we've done together mean _anything_ to you at all?"

They weren't just talking about the war anymore, and both of them were painfully aware of it.

"This isn't about that, Kevin, and you know it! Stop trying to make this about you!"

"I just watched someone die, Ben," Kevin said, and it came out in a much more bitter tone than he expected. "I don't think that would have happened if we weren't dealing with this war. The fusion matter? Yeah, that's what killed her, Ben." He was not going to get upset, he was not going to get upset…

Ben tried to cut in unsuccessfully. "Kevin, I…"

"It made her condition get so bad, Ben. She was hurting so much… Do you know what that's like? Hearing people scream and knowing that _you can't help them?_ Do you? And if we don't beat this, it's gonna get worse. More people are going to die, and they don't need to. Not like this. Ben, a little girl is gonna grow up without her mom."

"Kevin! Listen, I—"

"I know, I know she's gonna be just fine. She's got family to take care of her, and a dad, and all that. But… Ben, I know what it's like to know that something's supposed to be there that's not. It's awful, and I wouldn't wish it on anyone. Especially not Buttercup and Ace's little girl."

Ben sighed, and while Kevin knew that he had pacified the other boy for now, he hadn't quite convinced him. "Kevin… I need to go talk to Dexter. He should find out from me, not somebody else."

"Why, Ben? Why?" Kevin inquired, and it was a question that had been bugging him for a while. He hadn't even responded to Kevin's concerns. He just steamrolled right over them, turning things back to Dexter.

Tennyson didn't answer for a second, but finally said, "For the same reason you were with Buttercup when she died. That connection you had with her? I get it, Kevin, I really do. Because it's the same kind of thing I have with Dexter."

"But you're so different!"

"She had superpowers, was married with a baby, was wild and feisty as all get out, and was in a rock band. You're a badass, ex-convict, material-absorbing tech guy with a good heart and a bit of a temper. And somehow you guys hit it off. Look, Kevin, I gotta go, but please—don't ask me about changing your position again. You're right where you're supposed to be. We still need to talk, but now isn't a good time." Ben finished the conversation, hanging up.

Kevin clicked off the phone. _You called me, man_, he thought. _Not the other way around. Then why do I feel like I'm the one bugging him?_


	11. in which kevin learns about hair stuff

"I need to take a shower."

The voice at the other end was gruff and sounded tired, but it didn't quite register with Kevin. Under normal circumstances, Kevin would have laughed at such a blunt greeting.

Except it wasn't exactly typical for the phone to wake him up at five in the morning. And he wasn't exactly in the mood to have cheerful, sarcastic banter with anyone. He hadn't even bothered to check the caller ID. It wasn't even a deliberate decision; he was just so psychically and emotionally exhausted that he didn't think twice about answering the phone. Actually, these early morning phone calls seemed to happen often, even becoming a regular thing. Maybe he'd have to figure something out about that…

"Huh?" Kevin grunted, the sleep still evident in his voice.

"I kind of smell… It's been a few days," the voice said. Kevin was mostly awake now, and deduced that he was speaking to Ace. "But I don't think… I can't go back to the apartment, Kev. Not now, not yet. It's too soon. There's so much of… her… there. I don't think I can handle it."

"What'cha need? I can get it for you," Kevin offered, pushing himself up on his elbow in the bed. It would keep him busy, he supposed, and Ace needed all the help he could get. "Y'know, if it'll make things easier."

Ace sighed in relief. "Thanks, man," he said, and Kevin could hear him shuffle around in the background. "I really appreciate it."

Kevin noted that there was something different in Ace's voice. A little bit of sadness had crept into his tone over the past few days, and while Kevin didn't blame him at all for his feelings, he had an awful sinking feeling deep inside that this was a permanent change in his friend's outlook. He understood why Ace hesitated to go into the apartment.

He took Gwen with him—to make things easier, he told her, if he couldn't find what they were looking for or something. She bought it, but the truth was, while he didn't mind helping Ace out, he didn't want to go into the apartment alone. He wasn't quite sure why the idea freaked him out—it wasn't like Buttercup's ghost was going to be waiting for them, haunting the place.

As they walked in, he still couldn't shake his discomfort. It was like he was walking into a tomb, or someone else's grave. Even with Ace's permission, he felt like he was doing something wrong by going into the apartment. Like he was a grave robber or something.

_See what you did, Buttercup?_ Kevin thought. _You made me get a conscience. People have tried and failed to do that for years, and you had to die to do it._

Gwen pushed open the door, and Kevin heard her take in a sharp breath. "This feels so wrong for some reason," she whispered, picking up a picture from Ace and Buttercup's wedding from a coffee table in the living room. Kevin straightened, hoping that his thoughts weren't quite as transparent as they seemed.

The photo was taken shortly after the couple's first dance (before all the girls who were dumb enough to wear heels removed them but after Grubber's oddly touching and eloquent toast to the groom). From the posed yet sincere smile on Ace's face, it was obvious that he had seen the photographer. His wife, however, was looking somewhere off-camera; she looked positively ecstatic, caught up in the moment. Very different from the snarky, sarcastic, brave girl they had all known and loved. What caught Kevin and Gwen off-guard was that they had recently seen that smile—Buttercup's last little smile to Ace before she slipped away.

It gave them goosebumps.

"Let's get this over with," Kevin sighed, stuffing his hands into his pockets.

"What did he say he needed?" Gwen asked, setting down the picture frame.

Her boyfriend paused before answering, lost in thought and scanning the area around him. "…shower stuff."

The apartment was small and dark, but somehow appropriate for the people who lived there. It wasn't particularly messy, but it was apparent that the occupants were young from the piles of random objects lining the walls. It was an organized mess of sheet music, music magazines, CDs, and equipment, neatly stacked away from the walking paths.

Gwen's voice broke through, interrupting Kevin's analysis of their surroundings. "Where's he living?"

"I'm not sure," he responded as he pushed open a door. He correctly assumed that it was a bathroom. "I'm not sure _he_ knows. Not here—that's for sure."

He found some folded towels in a small closet. He scooped them up in his arms and dumped them on the bathroom counter.

Gwen followed him, and seeing that he was easily handling the situation, she let herself slide down the wall into a sitting position. She tilted her head back, her long red hair brushing the bathroom's doorjamb. "I guess it's a little soon to be talking about that. Bailey's not even out of the hospital yet. Is it wrong of me to think like this?"

Kevin stopped in his tracks, pausing his quest for a bar of soap. He threw himself on the carpet next to her, sighing. "No, I don't think that's wrong at all. You're practical. It's kind of who you are."

_It's kind of why I love you._

She put her head on his shoulder. "Sometimes I wish I wasn't," she whispered. "Wouldn't life be easier if we were just… impulsive? All the time? If we just decided to do things because we felt like it, and felt a passion for it?"

They were silent for a moment, sitting like that, both thinking of how the other was dealing with this loss.

"You miss her too, don't you?" Kevin asked.

"Of course I do," Gwen responded, turning her head to look him in the eye. "We weren't the best of friends, but we were getting close. I feel like our relationship would have been important. It was to me, at least. It's so quiet without her. Maybe it's this war, and all that's happened, but she really showed me how to appreciate the little things. At the same time, I don't feel like I really knew her without some kind of drama. I mean, when we first started hanging out, she was getting married, and it wasn't long until she was pregnant with Bailey."

"Maybe she just attracted chaos," Kevin mused, a small smile on his face. "Like a magnet."

Gwen laughed a little bit, and Kevin felt a little better after seeing her smile.

As much as he liked having heart-to-hearts with Gwen, it really didn't feel right to stay in the apartment any longer than he needed to. It felt wrong, like there were ghosts looking over his shoulder. He felt like it was the right time to resume picking up Ace's toiletries.

He poked around the shower, but couldn't seem to find what he was looking for. He found some body wash, that Old Spice stuff, but the only shampoo and conditioner he could find were in some girly neon green bottles.

He yanked out his cell phone. "Um, Ace?" he greeted when he heard the other man pick up the phone. "I can't find your shampoo and conditioner."

"It ain't there? It should be… In the green bottles?" Ace answered, sounding rather confused.

Kevin stared at the bottles in his hands, somewhat taken aback. "Er, well, that's there, I just thought that..."

"Yes, Buttercup and I use… used the same stuff. You got a problem with that?" Ace responded laughing quietly. He still sounded sad, but he didn't sound angry, which Kevin supposed was a good thing. That adjustment from present to past tense wasn't an easy one, and he was glad that Ace hadn't reacted to it in the least. "How do you think my hair stays so badass?"

Kevin laughed with him. It felt nice to laugh… "And the Old Spice?" he said, a theory forming in the back of his mind.

"That was for her," Ace sighed, and Kevin almost wished that he hadn't brought it up, for the sadness returned to the musician's voice. "She liked it. I used to use whatever the cheap ocean-scented shit they had in the value aisle, but Buttercup liked Old Spice."

"Is it wrong to say that I'm not surprised?"


	12. in which kevin learns about tomato sauce

They didn't go back to the battlefield. They couldn't handle it. Not yet, anyway. That was a wordless but conscious decision they made that they didn't put much thought into. It was the right one, anyway, and they didn't think they'd hear many complaints.

Their quarters were right next to each other. They weren't sure if that was intentional, and they didn't ask—they appreciated it. Kevin was glad for the lack of parental interference; how else could he get away with Gwen crawling into his bed in the middle of the night?

They hadn't done anything, yet. It wasn't the right time for _that_, and he would never take advantage of Gwen like that anyway, especially the way she was right now. Their nighttime wanderings were of an innocent nature. Gwen was pretty quiet about her sad feelings, but they were obviously present. She wasn't one to randomly burst into tears, but he often found her quietly sliding into his arms. She always started out in her own bed, but somehow, he always woke up with her in his arms. He didn't mind, of course, but it didn't feel right, and he wished he could do something to help.

_Or at least have prevented this from happening_, he thought.

Buttercup's last day alive was equally present in his mind, though he tried to hide it. It was difficult to keep everything in check, especially when he was busy with his duties, taking care of Gwen's emotional needs, worrying about Ben (who, to nobody's surprise, had disappeared on another heroic mission), and avoiding Blossom Utonium.

She hated him, or at least seemed to, and he wasn't quite sure why. He felt her cold gaze from across the room when they casually passed each other, almost like she was using one of her ice breath or laser powers on him. It really was uncomfortable, especially because he didn't understand where it came from. Sure, he had been the one to inform her about Buttercup's death, but that didn't give her cause to react this way. He was truly confused about the situation; if he understood its root, he could fight it, but since he didn't know what was going on, he wasn't sure how to react. He supposed it might have been about the way they told her that her sister was gone, especially in front of Bubbles. He thought back to their hushed phone conversation on the way to DexLabs, and tried to pinpoint some kind of anger.

So he ignored it, for now. He had plenty of other things to worry about, and the Ice Queen herself would just have to wait.

Ace was busy juggling his part in the war effort with the grief of losing his wife and taking care of a newborn baby. He was fervently determined to stay involved, but babysitters were hard to find when everyone was so busy. All three remaining Utoniums helped as much as they could, but they were constantly occupied with their various tasks. Their fight had only strengthened, Buttercup's death lighting a fire in them they hadn't anticipated. Gwen and Kevin often took Bailey for a few hours here and there, but there was only so much they could do—they had assignments and lives to balance.

"I'm not sure what to do," Ace sighed one night at dinner. Bailey was gurgling happily in his arms, her green eyes wide with innocent content. "I need to be a dad. I mean I'm only gone for about six hours a day, but I can't keep this up. I appreciate your help and all, but you've got other stuff to do."

Kevin swallowed the forkful of spaghetti he had just shoved into his mouth. The tomato sauce was really bitter; he'd have to remember to scrape it off or get something else to eat next time. He'd been running into a lot of problems like that lately, where the solution had occurred to him only after he realized that the problem existed. "I wish we could help you more, man, but… Yeah."

"I know," Ace replied, nodding "But I'm running out of babysitters. I don't want to stop helpin' out. She… she would've liked that."

They were silent for a moment. They all knew who "she" was. It was still very hard for them to talk about her.

"It's no fun to be sidelined," Gwen observed, breaking the silence.

Ace almost laughed. "No, not at all. I mean, I love Bailey," he said, smiling at the little girl in his arms, "but I've got to do something."

"You're far from being an absentee parent. You just need to find consistent child care during the day, like any parent going to work," Gwen noted, but then realization dawned on her as she spoke. "Oh, Ace, you're not an absentee parent! You're not neglecting her _at all_. Is that what you're worried about?"

Ace nodded slowly, giving Bailey her bottle. "My parents did that. They weren't around…ever. They just dumped me with relatives all the time when I was little, and left me to fend for myself when I got older. The Gang was the closest thing to a family I had. I love the boys and all, but I wouldn't wish that on anyone," he declared, holding his daughter a little closer to his chest.

"You're not like that at all. Trust me, I understand—I grew up on the streets too. This little girl has _way_ too many people who love her to let that happen," Kevin reasoned with all of the sincerity he could muster.

A thought occurred to him. "There's no point in sidelining _you_," he offered, "but what if we knew someone who was already working behind the scenes?"

* * *

"I still can't believe he's doing this to me," Julie Yamamoto said bitterly. "It isn't fair at all. I'm more than capable of holding my own, and he knows it."

Her arms were crossed over her chest, but they could only see her from the shoulders up. She sat behind a large desk, surrounded by a telephone, computer, and note pad.

The phone rang, and Ben's girlfriend put her anger aside and answered it. "DexLabs front desk, this is Julie. How may I help you? No, I'm sorry—he's not available right now. Can I transfer you to his voicemail? Thank you," she said in a false-cheery voice before punching in the numbers for an extension with much more force than was truly necessary.

She sighed, slamming the phone down in its receiver in disgust. "Ben's got me answering phones all day. I'm absolutely bored to tears. I know this is his way of trying to protect me, but I can't handle this busywork. I want to help. This is getting ridiculous. He's not protecting me from insanity or boredom. You know what? I'd _love_ to have Bailey here. I miss babysitting, and the phone only rings once or twice an hour. Honestly, I think I'm going to have a serious talk with Ben the next time he decides to drop in. This isn't okay with me. And I don't think Dexter ever actually uses this phone line. The people he genuinely wants to contact him know how to reach him. The phone hardly ever rings, and I just sit here and do _nothing_. I've read all of the interesting books in Dexter's library. Twice. I even watched every episode of Sumo Slammers for Ben's sake, even though I'm not supposed to have headphones on. _Nobody noticed_! I watched every single episode of that stupid show! Every one! There are so many better things I could be doing. I could be helping him fight, with Ship or something. This is stupid. I want to kill Ben, but I don't know where he is. I haven't heard from him in weeks. It's always 'Hey, Julie, let's go out,' and then we do. And right when I feel like he's all sorry and ready to commit, he tells me he's only around for another hour or two. And then he disappears for weeks at a time. I want to positively murder him sometimes."

Gwen laughed. "Join the club."

"Maybe having a baby around will lighten things up a bit. You seem a bit tense," Kevin pointed out, leaning on Julie's desk.

The two girls glared at him. "What?" he asked, confused. What did he say that was offensive?


	13. in which kevin learns about striking out

"Hey, Kevin, you made it!"

Really? They hadn't seen or spoken each other in months, and that's the way Ben greeted him?

It was like he was arriving at a party, except there were only two of them. And a bunch of slimy alien monster things. There was probably an official name for them somewhere, but it the back of his mind, he just thought of them as "those little blobby things." It wasn't like alien tech—he was an expert on that. He could identify almost anything when he cared to.

He didn't have time to dwell on it for long. Ben's lopsided grin evaporated as he shimmied around the corner, slammed his hand over the Omnitrix, and transformed into Humungousaur. He immediately started picking up the angry alien blobs, punching them into tiny pieces as he tossed them around.

Jumping into the fight, Kevin quickly realized that the squishy little aliens weren't all that dangerous, just annoying. He started to pick them off one by one, beating them down. In most fights, it didn't matter how well he fought, as long as he could reach his goal without much trouble. He frequently found taking out thugs to reach a door, or some variation on that theme.

The call had been unexpected; he was sitting at his desk (the amount of paperwork involved with war was ridiculous, especially since they were mostly _children_ who didn't give a shit about work orders and the state of the inventory, what the _hell_, Mandy?) finishing up a report, when his phone rang. Kevin was surprised to see that it was Ben, but his friend was strangely cryptic on the phone, giving him a time and place to meet him and asking that he didn't tell anyone where or who he was seeing. The hard part was escaping dinner with Gwen, but he managed, saying that he had some extra work he needed to finish and was just going to eat at his desk. They'd fallen into a pattern over the past several months; it was April, and now they met outside for picnics again. It wouldn't be long until the fusion matter made it too dangerous to hang out outside without a reason, so they were doing it while they still could.

But instead, he found himself staring at Ben Tennyson in a random warehouse in Sector V, where Ben lackadaisically gave his awkward and inappropriate greeting and clapped Kevin on the back.

As harmless (okay, it hurt if they bit you or touched you for too long on your bare skin, but they _were_ made out of fusion matter, after all) as they were, they needed to get rid of all the fusion blobs because they spread like wildfire and were a bitch to destroy when they stuck together. They had to make sure they stayed contained, so they didn't infect other areas.

This was actually kind of fun. Ben kicked a group of blobs towards him, and Kevin used his arm as a bat to smash them into a wall.

"You ever play baseball, Kevin?" Humungousaur's voice boomed, echoing to the corners of the room's tall ceiling.

Kevin laughed. How easily they slipped right back into this pattern, this comradery they'd been forming for the past few years.

"Little League wasn't really my style," he proclaimed, smirking as he split another blob into bits and pieces.

"Well, you're not—" SQUISH. "—half—" SMASH. "—bad," Ben noted, pitching him a bunch of fusion blobs in a rapid-fire rhythm.

"I thought you played soccer?" Kevin asked between grunts, punching them and swatting them into a gooey mess.

"I did. But every kid likes baseball. Swampfire!" Ben yelled as he transformed again.

They were jumping and stomping on them, almost pretending that they were popping bubble wrap. This was way more fun than it should have been.

"I didn't say I didn't like it. I just said I didn't play it. I used to watch it all the time—I'm from New York, remember? Do you have any idea how many Yankees games I snuck into? I used to scalp tickets. For a week or two."

"Why am I not surprised?" Ben sighed, grinning and rolling his eyes as he finished off the last fusion spawn. With a flash of green, he transformed back into his human form.

He was smiling, but Kevin wasn't. "What? Do I have spinach in my teeth?" the Omnitrix-bearer whined, laughing. "Here, let's go for a walk."

They left what was left of the building, shuffling their feet as they walked and talked, winding their way through the back alleyways of the industrial area.

Kevin bit his lip, truly looking at his friend for the first time in a while. "What's up with you, Benji? Everything okay?"

Ben shrugged, feigning confusion. "Yeah, why?"

"You kinda look different."

And he did. While his determined green eyes were as bright as ever, something had changed. Now that he was finally taking a good look at his friend, he was somewhat caught off guard by Ben's subtly gaunt appearance. His cheeks looked hollow, and he was skinnier than Kevin had ever seen him despite his constant physical activity. The skin was pulled tight over Ben's chiseled and sharp cheekbones. If he was being honest, his friend needed a good shave; the light stubble over Ben's well-defined jaw was barely noticeable, but it made Ben look uncharacteristically rugged. He was rather pale, and while he didn't quite look _sick_, he did look like he'd been through some great ordeal. He laughed, but something seemed off, almost wrong about his laughter. And then it hit him; Ben looked older, and tired.

"Do you ever eat? _Ever_?" Kevin asked, trying to shake his concern. "You're looking kind of scrawny," he declared, shaking his head.

Ben just continued to walk, still smiling. His handsome grin hadn't changed a bit. "It's okay, Mama Kevin," he said, not even phased. "I eat. Sometimes."

Even though he didn't intend for it, Kevin's tone softened. "What happened to you, Ben? There's something you're not telling me, and I don't like it."

"You always could tell when I was lying, Kevin," Ben responded, sighing and shoving his hands in his pockets. The grin melted right off his face with his forced-cheery disposition. Why was he talking like they hadn't seen each other in years, when they had spoken only weeks ago? Why was he talking like they were adults casually meeting up again, instead of two teenagers who had been fighting side by side for years? "It's just been a hard few months."

"Trust me, I know," Kevin agreed full-heartedly.

Ben tilted his head and looked at Kevin thoughtfully. "Do you?"

Kevin felt his face flush, not quite understanding if Ben was taunting him or just asking a question. There was a time he would have known without much effort in analyzing Ben's words, but now there was too much space between them to be sure. Where was Ben going with this?

"Why wouldn't I? We're all fighting this war in some way or another, Ben. Not just the people like you on the frontlines." His words caught on fire by the next sentence, the anger burning his mouth. "What is it that you want to say to me, Ben?" he asked dryly, his suspicions coming off as accusations. "Why don't you just save us some time and just say it?"

He was pissed off now. What gave Ben the right to ask what he understood in this war? As if they hadn't all seen hardship.

"Fine, then. Why didn't you come back to camp after Buttercup died?" Ben asked quite bluntly and boldly, and while he looked calm, he was obviously irritated.

"_What?_" Kevin spat, choking on his own words, abruptly stopping and standing in one spot. It came out almost like a squawk, but he didn't have time to be embarrassed.

"You heard me," his friend replied with an icy tint to his voice, not looking him in the eyes as he spoke.

"I just can't believe you're asking me that," Kevin said in awe, starting to walk again, leaving Ben behind.

Ben didn't budge. "Well, aren't you gonna answer? Is it because you're still pissed that you can't fight on the frontlines?" he fired back.

Kevin was absolutely exasperated by this point. He turned around to respond. "_No!"_

"Really?" Tennyson questioned, raising his eyebrows.

"No, of course not," Kevin countered, disbelieving. "I didn't come back because_ my friend needed me_."

Ben blinked, easing back into his edgy calmness once more. "Explain." His mouth was very small as he listened, his jaw set and tight.

"Ace is my friend. _Buttercup_ was my friend. Ace is having a hell of a time trying to adjust to the fact that his girl's dead and he's a father now. He needed someone there to help him out, and I'm there. You know what?" he snarled, "I don't think I have to explain myself. Not to you, not to anybody! I did what I did because I had to."

Ben shrugged, obviously trying to piss him off. "Who said you had to?"

Kevin's voice bounced off the walls, his loud voice echoing through the alley. "_I_ said I had to. _I_ said I wanted to. I don't do anything unless I want to, Tennyson, and you know it. I'm done with this. We're moving on," he said definitively.

They were silent for a moment as they started to travel again. Kevin waited for Ben to respond, and Ben processed Kevin's words.

Ben finally nodded and smiled after what felt like hours. "I think you're ready," he said, shoving some of his brown hair out of his eyes. It was getting rather shaggy; Kevin made a mental note to tease him about its length later when he wasn't so fired up.

"Ready for what?" Kevin inquired, raising an eyebrow in curiosity.

"To fight. On the frontlines. That dependability, that trust that you're trying to show Ace? That's something you can't teach. Fighting just to fight gets you nowhere. I had to make sure that you didn't want to fight just because you were angry. You need to be able to fight for what you believe in, for the people you care about."

"_What?_" Kevin gaped, mouth wide open. He wasn't used to other people making decisions for him. He was his own person, and he did what he pleased. But now Ben was saying that he was "ready" because he meant it? Because he could trust him to _care_?

"Well," Ben laughed, "I didn't exactly expect you to understand. It's a bit beneath your level of comprehension."

"Stop with the Dexter-isms. I'm not dumb, and you know it, so stop treating me like I am. Whatever, I don't care why, but I'm in," Kevin answered, pretending that he didn't care nearly as much as he did.

"Ah. Dexter. I knew you'd bring him up at some point," Ben sighed, stuffing his hands in his pockets.

"Well, yeah. I bet you don't tell him what to do," Kevin huffed bitterly.

His number one enemy was Fuse. Wasn't it? Fuse was the reason this was happening, the reason why everyone's lives had been ripped apart. Fuse was the reason why they all felt so desperate to cling to what they still had, why it was that heartbreaking when they lost. They were dying for this war, and dying because of Fuse.

Yet somewhere, he felt his anger shift to Dexter. Was it unfair to blame someone he never really saw, to hate someone who couldn't fight back because he wasn't aware of the problem? He felt like his priorities were out of order, somehow, but he couldn't justify it in his head.

Ben shrugged, pausing and leaning up against a dirty brick wall. "Uh, no, I don't. But I don't have to. Listen, I have to run an idea by you, and—"

"Don't change the subject, Ben. This talk has been a long time coming, and don't you dare pretend that you don't know or care about it," Kevin retorted through his teeth, narrowing his eyes.

The smile and happiness, seemingly forced as they were to begin with, slipped off of Ben's face in an instant without any warning. "_Don't_," he hissed, shoving a very surprised Kevin up against the wall by his shirt with more force than Kevin thought he was capable of, at least towards his friend. "Don't you _dare_ try to tell me what I care about, or even question it."

Realizing that he was horrendously overreacting to the situation at hand and the words that had been spoken, Ben let go of Kevin's shirt, the dim moonlight still highlighting the angry lines on Ben's irate face. Kevin was surprised, but realized that looking shocked would be as out of character as Ben's little outburst had been. He just glared back, as Ben turned around and kept walking, looking angrier than Kevin had ever seen him.

After a moment, decided to let it go, jogging up beside Ben. "So," he reminded casually, as if Ben hadn't just slammed him into a brick wall in a very uncharacteristic show of anger, "what's this grand idea you wanted to talk about?"

Ben brightened up instantly, almost like nothing had happened. "Well, I'll tell you, it's been a long time coming. But you have to promise; you can't tell anyone, not yet. And like I said earlier, you can't tell anyone you saw me today, especially Gwen and Julie."

It was at that moment that Kevin realized that there was definitely something wrong with his friend. Maybe he wasn't exactly _sick_, per se, but there was something definitely messed up in his head.


	14. in which kevin learns about suspicion

It was actually a very good idea, Kevin decided, since he was seriously considering it. But he couldn't help but wonder if his judgment was clouded by the way Ben's face lit up the moment he started talking. It was almost like old times, with Ben grinning and laughing and getting excited, hands waving in awkward patterns as he used his motions to amplify his points.

Ben's idea _was_ great. How often did they find themselves ranting about the lack of training for the new recruits? Soldiers— mere children, really—were handed guns and thrust into battle. Kevin himself had taught some of the recruits how to _work_ their weapons at least, but they had little to no training in actually how to deal with things.

Once Ben explained it to him, it really did make sense, and he could help but feel slightly stupid for not thinking of it before. No wonder kids were getting killed, no wonder people couldn't fight back. It all made sense now.

But there was something off about the whole thing, Kevin realized, as he listened to Ben's plan.

"But where do _we_ fit in?" he asked, his brow furrowed in curiosity.

"I need _you_ for two things. It's really just one job, but it's like one job with two parts," Ben explained, talking a mile a minute, obviously excited about the whole thing. "I need you to go to the training… er, I'm gonna call it a 'school,' 'cause 'camp' doesn't exactly sound like a good thing. Anyway, you go to the school and teach the kids what to do, how to use their weapons, and what to do in battle. And then when they're ready, you go with them to make sure they do what they're supposed to and don't get killed," Ben said, smiling.

_God_, that was a creepy smile, Kevin thought, eyes wide.

"So… I'm a glorified babysitter with machine guns and shit?"

"…who gets to fight on the _frontlines_!" Ben told him in a sing-songy voice.

_Yes, kiddies, this is the guy who is in charge of your war_.

Kevin paused for a moment, correcting himself. _Our war_.

He shrugged. "Okay."

At one point, he would have whined about helping the other kids and not just fighting, but he saw why it was a good thing and kept his mouth shut.

Ben seemed moderately surprised as well. "You're not gonna whine? I'm almost impressed."

"Hey, I'm a nice guy," Kevin justified, shrugging. "When I want to be. I do have a question, though—why do you think I'm qualified? It's not like I've fought before."

"_Here_. But I know you Kevin. Let's face it, you have more experience and knowledge than most of the people involved. I don't doubt your ability."

Kevin laughed. It felt nice to throw his head back and let loose—it had been a while. They were _kids_, after all, even if they didn't often get the chance to act their age. "I'm glad you see that _now_. I've only been telling you that for months. I'm glad you finally see the light."

"No way," Ben snorted, cracking up. "You're just happy that I agree with you for once."

"Either or," Kevin said, the smirk still lingering on his face. But the smile slipped a bit for his next question. "What about—"

"Gwen?" Ben finished with a faint smile, noticing Kevin's sobering expression. "She's helping you."

Kevin nodded, and said thank you as sincerely as he could (which didn't amount to much, because it _was_ Kevin, after all, even though he _was_ truly happy). "What about… Dexter?" He threw the name out there cautiously, not knowing what kind of response he'd get back.

Ben sighed. "You are absolutely set on hating him, aren't you? Whatever; he'll be around. He's gonna stick to DexLabs, but he's helping me, and he'll be around. He's _been _around."

"Where have _you_ been lately, Ben?" Kevin asked, curious. He didn't receive much information about Dexter, but he couldn't help but wonder where Ben had been the past few months and why they had heard so little from him.

Actually… didn't they just have this conversation? Kevin mentioned Dexter, and wondered where Ben was, and brushed him off… Why the hell was Ben being so cryptic?

"Location scouting," Ben said simply.

"You sound like you're working on a movie," Kevin mused, laughing. "Is it about you? Featuring the many identities of Ben Tennyson? Aren't you a bit full of yourself, Tennyson?"

"Nah. Gotta put the school some place." They reached the end of the alley, and Ben paused. "Listen, Kev, I've got some stuff I've got to take care of. I'm not going to be around much for a little while longer."

"How is that any different than now? I mean… Gwen's getting worried," Kevin offered, trying to hide his face.

"Yeah, I bet," Ben responded, quietly, not even bothering to pretend that Kevin's statement was funny. Ben wasn't dumb; Kevin was telling him to be careful and that they were all worried.

"Julie's pissed at you."

Ben rolled his eyes. "Julie's_ always_ pissed at me. Honestly, I'm only doing this for her own good," he explained, referencing Julie's hated desk job. His voice got much softer for his next thought. "It's not that I don't think she's capable. It's just, if anything happened to her…"

Kevin immediately thought of Ace, who was desperately trying not to constantly think of Buttercup. He supposed it must have been hard, especially with Bailey. To think of all that had been lost.

They let Ben's sentence trail off purposely, not wanting to imagine another grief-stricken life.

* * *

Ben made him promise not to say anything to Gwen and Julie, but it had been very difficult, much more difficult than he could have imagined. Julie was still livid about her current situation, and Kevin could not explain to her why he was suddenly defending Ben. Kevin didn't think Julie was a bitch, but it was getting increasingly annoying. He couldn't even justify getting angry at the girl, because he knew it wasn't her fault.

And worst of all, Gwen was still actively concerned for Ben's safety, and said so several times a day. Ben hadn't spoken to his cousin since around Valentine's Day, and it was now well into May. Kevin _hated_ to see Gwen worried, and felt terrible hiding the truth from her. It almost as if she had some sort of horrible disease, and Kevin had the cure, but he couldn't help her because he _made some stupid promise to Ben_. Ben was really putting him in a terrible position here, and he was going to tell the young hero exactly what he thought of him the next time he saw or heard from him. Supposedly (at least, according to Ben), he was going to call Kevin soon and start making arrangements for the training academy. But it had been nearly a month, and Kevin hadn't heard anything.

He really wasn't lying, not telling Gwen anything. He _didn't_ know where Ben was. On the other hand, he did know Ben's intentions, and that he was safe. At least he was a month before. So he continued to nod and smile when Gwen brought up her cousin's wellbeing, pretending to be quietly concerned for his friend.

That really wasn't much of a stretch, actually. Especially because he wasn't exactly sure that there _wasn't_ anything wrong with Ben. As excited and normal as Ben had seemed when they were talking about the training academy, it was downright _weird_ that he was being so cryptic and downright awkward. Kevin hadn't forgotten that moment when Ben shoved him against the wall and acted completely out of character.

_I'm no doctor_, Kevin thought one day the next month, as he was (yet again) finishing paperwork, at his desk, _but I think that kid needs a vacation_.

Ben was exhausted, he realized, and if he kept going like this, he was going to make himself sick.

It had been quiet lately, and while he appreciated the slowness (and the lack of drama, to be frank), he was getting very, very sick of the roller coaster nature of his life right now. _He_ was exhausted—either a lot was going on (like people getting killed or arguing) or nothing (boredom, paperwork). He couldn't imagine how Ben was dealing with this.

It was only when he looked at the calendar one day that he realized that it had been exactly one year since Ace and Buttercup's wedding. He immediately felt heat rise to his face, knowing that had Buttercup lived, Ace would be having a very different kind of day. They'd be coming back from some sort of anniversary dinner by now, as it was after ten, but Kevin couldn't exactly imagine that Buttercup was the type of girl to enjoy the typical dinner date. She was much more intense than that. Running head first into danger was more her style.

Reveling in the fact that he worked from his quarters, Kevin felt like Ace deserved a phone call. Had it only been a year? It felt like years had passed. He almost laughed at himself, recalling how he'd been feeling that day. He felt incredibly young and inexperienced watching Buttercup and Ace. It hurt a little bit, remembering that Buttercup had felt the same way but wouldn't live to see things get better.

A year ago, they were still in the middle of a war, but they were receptive to the occasional happy distraction, like a wedding or a concert. And here they were, a year later, incredibly suspicious of any promised joy for fear that it would be taken away as easily as it was given. He wasn't sure if that meant that they were growing up or that this war had broken them, but he felt a little sadder thinking about all that had changed.

"How you doin', Ace?" Kevin greeted, leaning back in his chair and tossing his feet on his desk.

He could almost hear Ace's shrug. "Okay, I guess. Guess you looked at the calendar, eh? I was kinda hopin' nobody would notice."

"Sorry, man. Thought you might need a distraction, y'know? It's gotta be… It's gotta be weird." Kevin scratched his nose. It felt really itchy all of a sudden.

"Weird. Yeah, it's weird," Ace agreed quietly.

Now was probably the time to talk about something happy. Ace had finally stopped staring into space every now and then when he thought about his wife, and Kevin knew that if he kept it up, their conversation wouldn't go anywhere. "How's Bailey?" he asked, looking for some cheer.

"She's good. Almost crawling… She's tryin', but she's not there yet. She's already rolling all over the place. She thinks it's hilarious… You should hear her laugh," Ace said, a sense of pride in his voice.

"Ha ha, yeah. I bet she's something."

"Yeah, she's with me today. Just the two of us. She's nappin' right now, but I thought it might be nice… Y'know, 'cause of today. I've been hangin' around her dad's place lately. Uh, _Buttercup's _dad. He's a nice guy, that Professor. Helps me with Bailey, and all that, but he's not all over the place. I think he trusts me. He's busy, but he always makes time for his family. It makes me wonder how Buttercup could give all that up when she married me. I'd'a killed for a family like that," Ace said, whistling.

"You and me both."

There was another lull in their conversation. One on one, they could talk about cars and boy stuff and they were fine, but something about the phone made them talk about… More serious, meaningful things. Truth be told, it kind of made Kevin feel like a girl.

It was hard comparing Bailey's life to their childhoods. It really reminded Kevin why they were fighting this war—so that kids like Bailey could have normal, happy lives and not screwed up messes.

"Bailey's so beautiful," Ace said suddenly, wistfully. "She really reminds me of her mom. And not just the way she looks. I mean, her laugh, and the way she reacts to things, and what she finds funny… It's like she's with me, all the time. "

Ace didn't sound sad, not really, and it was the first time Kevin recalled that the older man didn't get all misty and quiet when Buttercup was referenced in conversation. It reminded Kevin the way Ace talked about Buttercup before she died, when they were full of love and happiness.

He supposed that things would end up okay if Ace could do that. He'd made a lot of progress in his grief, Kevin thought. Kevin had a suspicion that Bailey had something to do with that.

"Is she showing any…" Kevin _wanted_ to ask if Bailey had inherited her mother's super powers, but he couldn't figure out a gentle way to ask, so he found himself trailing off.

"Super powers?" Ace finished for him, sounding amused. "Nah, not yet. I don't really care either way. I mean, she's definitely a normal baby, according to the Professor. Right on schedule for everything. Can't ask for more than that."

"I guess you're right," Kevin agreed, but his phone started to buzz in with another call.

A picture of a smoothie popped up on his screen. There was only one person who had been near enough to his phone to change the picture to their favorite drink…

_Ben?_ He had to take this, he realized. "Hey, Ace, I gotta go. I just wanted to make sure you're okay today."

Ace brushed him off. "I'm fine. Thanks for checkin', Kevin."

He accepted Ben's call, trying not to show in his voice that he was secretly relieved to hear from him. "Hey, look who's alive! It's been a while, man, people were starting to think you were dea—"

"_Kevin_, I need your help. Now," Ben interrupted, and Kevin thought that he sounded different. Out of breath maybe.

"Yeah, where? What's going on?"

Ben hastily gave him an address, and Kevin went on his way.

* * *

It was only when he was halfway to his destination that he actually thought about the situation he was suddenly in. What the heck had just happened? Ten minutes ago, he'd been talking about Bailey on the phone with Ace.

And now here he was, dashing through a dark alley on a Sunday night, with only an address and the word of someone he hadn't talked to in weeks to guide him.

Something seemed off. First, he recognized the address as what once was a swanky hotel downtown, but as kids really didn't have much of a use for things like fancy dining rooms and room service during a war, it had been empty for the past two years. It was an odd place to meet Ben, but the oddest part was not the location, but the tone of Ben's voice. He'd admit that he was worried now, and was silently kicking himself for not following up better with Ben.

Second, it was way too hot for his liking, which meant that he was nervous. It was a Sunday evening in mid-May, so there was _no _way that the weather was bothering him. He was Kevin freaking Levin, he didn't get nervous. He kept his cool in the toughest of situations. He was badass enough to punch first and ask questions later, so he usually skipped that whole anticipation and dread thing altogether. It was just the way he worked. But something made him hot all over, like a fever. He didn't get nervous, damnit, especially when there was nothing to be nervous about!

Third, and finally—Gwen didn't know. This whole meeting Ben behind her back thing was _not_ working for him. What was going on with Ben? He could have saved her a lot of worrying by simply telling her the truth. Why was Ben putting him in this position?

Swept up in his confusion and anger, he almost tripped over a small boy aimlessly wandering around outside of the building. He looked very awake considering the odd time of day, giving Kevin a curious glance. His shaggy brown hair made him look slightly younger than he really was, but his eyes revealed a type of kindness and innocence that had been unfamiliar in Kevin's own childhood.

"Whoa, whatcha doin' here, kid? Shouldn't you be in bed or something?" he asked, not really looking at Mac. Something was up with Ben, and he _so_ didn't have time to deal with some whiny little brat getting in his way, even if he meant well. He turned to leave, not really paying attention to the kid.

Mac shrugged. "I really don't think anyone will notice," the boy said, and it occurred to Kevin that despite his childish looks, the kid sounded much older than he was. "Frankie thought I went to bed a while ago. Everyone in the house is asleep. I was bored, so I decided to go for a walk."

"Not really a smart thing to do," Kevin called over his shoulder. "Times bein' what they are, and all. You don't know what you might run into." He really didn't have the time or willpower to give this kid a lecture. It just wasn't the Levin style. He turned to go.

"You can say the same thing about just about anywhere, though," Mac retorted. He wasn't arguing, merely presenting a fact. "I don't like being kept from everything that's going on. Sometimes I walk around at night to get some news. Something. No one tells me anything, even though I'll be ten soon."

The older boy didn't respond, and just kept walking. It was funny—chronologically, this kid's age didn't match his disposition. He had the wisdom of someone much older, and Kevin wondered what the kid's life had been like before the war. He looked as if something had made him grow up way too fast, not unlike Kevin's own childhood.

"What are _you_ doing, Mr. Levin?"

He didn't really think it was any of Mac's business, but he answered anyway, because the kid hadn't done anything to piss him off yet and he felt like being a nice guy. And as long as he was still walking towards Ben, towards his goal, it didn't matter, right? "I have to help Ben with something," he called out. "He didn't tell me what."

"Can I help?" Mac asked hopefully, tilting his head. "I could help you, you know. With something. I'm pretty smart when I want to be." It didn't sound whiny or shrill or any of the fun adjectives he usually used to describe an annoying younger person, and Kevin was almost taken off guard.

Kevin didn't even blink, but he did stop for a moment, briefly turning to the kid. "No." He really needed to go, Ben needed him… How could he quickly tell this kid off and still make sure he didn't get hurt? "I don't exactly know what I'm in for, and I wouldn't want you to get in the way or get hurt," Kevin replied honestly, running a hand through his dark hair. "It's easier to think on your feet if you don't have anyone else to look out for."

_You can say that about a lot of things, _Kevin decided, and felt a little bit better about leaving Gwen back at DexLabs where she wouldn't get hurt. If Ben's exasperated tone on the phone was any forewarning about where he was going, then there was no way this night was going to end well. It was best to leave emotion out of it.

The younger boy's posture loosened a bit after Kevin answered, and he smiled. "Thanks. Y'know, for not telling me it's because I'm too young. This is my war, too." He wasn't being sarcastic, there wasn't a trace of bitterness in his response.

"Uh, yeah," Kevin said, and he left Mac alone once more, not looking back to make sure the kid left. He could handle himself, Kevin decided as he opened the door. Third floor, Ben had said. Mac seemed like he was a pretty smart kid, after all, once he ignored the fact that Mac had foolishly decided to wander around a war zone in the middle of the night.

Why did he have the terrible feeling that Mac's words were going to haunt him? _This is my war, too_, he had said. Instantly, Kevin was reminded why they were fighting this war in the first place—so kids like Mac wouldn't have to know what it was like to grow up in a world where kids had to make very grown up decisions.

But here the kid was, seeking out danger. Did that mean they had failed? The kid was obviously looking to get involved somehow. He'd have to mention Mac to Ben; there had to be some small task he could do. Keep him safe, but at least he would be involved and informed. Like Julie's desk job.

This had been a nice place—once upon a time, before the war, of course. The marble floor was still shiny in some places, even with the thin coating of grainy gray dust lining its surface. The moonlight shone through a tall windowpane, casting an eerie white glow on the floor. He wasn't here to take in the sights, and he was never one for the shine and gold of fancy life, so he couldn't really appreciate the place.

There was a great huge staircase at the far side of the room, and Kevin figured he might start there. He made his way up the stairs, rushing to Ben's aid but still apprehensive about what he was afraid he'd find.

As he swung around the corner, he paused to absorb the brass from a candlestick holder stuck on the wall. It was hard, at least, and could hand out some damage if he needed it to. He realized that he had one more floor to go just as he heard the unmistakable sound of something breaking above him. The tiny crystals on the once-lit (there must not have been power there for quite some time) chandeliers lining the hallway twitched and swayed with the sudden movement, and Kevin knew that he was about to join a fight.

All feelings of fear and apprehension were replaced with determination and that old, slightly uncomfortable feeling he got when he wanted to fight—pure pleasure.

Kevin threw himself up the last flight of stairs, stopping at a large, parlor-type living room in the middle of the floor. He looked up, instantly recognizing Spidermonkey.

"Ben!" he shouted, his voice echoing around the room. But something was funny about it, he realized as he walked near his friend. He squinted, looking closer.

Buttercup Utonium— her fusion counterpart—stared back at him with wide, flashing, bloodthirsty red eyes, looking at him over her shoulder while she pinned his best friend to the wall by his neck.

* * *

A/N: Sorry for the lapse in updates. This story has been in various states of finished for nearly a year now, but I wasn't satisfied with the ending. Thanks to everyone who has taken the time to read this, and to lightning bird for beta-ing!  
-Marty


	15. in which kevin learns to ignore the past

Hours and even days later, Kevin couldn't quite recall how the next several minutes happened. The before and after, yes, but not much in between.

He remembered parts of it very clearly—the hesitation before he started to fight, the aftermath. But not much of the actual action, of the violence. He often remembered fights in a very physical way. The feeling of fist hitting flesh was not one easily forgotten, a natural muscle memory eclipsing any feelings or emotional parts of his recollections.

But not this time. He was _only_ driven by feelings—something new to him.

To begin with, he was fighting a ghost. Not really, of course, but how else could he describe the fusion version of a dead girl? Her gooey green face had the same profile, and she had the same fight-ready stance he so often saw on Buttercup. Part of him was absolutely stunned, just because he hadn't expected to see her ever again. Maybe he thought that fusions died with their hero counterparts.

He wasn't really sure what he thought, to be honest.

But he had to remind himself that it wasn't really her. And eventually, it wasn't the fact that she was green or that she had glowing red eyes that pushed him forward. It was the fact that the real Buttercup never would have hurt anyone who hadn't given her reason to. She was the type to punch first and ask questions later, but she'd never attack anyone without a good reason. They'd have to have done something first.

She was killing Ben. And at that moment, Kevin realized that he would have fought her even if she had been the real Buttercup, because he would _never_ let anything get in the way of his friendship with Ben. Not again.

And so he threw himself forward, yanking her off of Ben, who reverted back into a human and slid to the floor.

"Kevin," Ben rasped, rubbing his neck, "you came!"

"Well, yeah, of course," he said, recognizing that Ben was mostly okay as he kept fighting the Buttercup fusion.

He wasn't surprised that Ben was having problems with her. Ben looked even skinnier than the last time he'd seen him, and was so pale that he looked positively ill. He was exhausted, and Kevin wondered how Ben had survived in such a state in the past weeks.

Ben jumped back into the fight as Big Chill, and they settled into their familiar dance.

Some things just made sense, like fighting. It would have be an unremarkable fight, if it wasn't for their increasing exhaustion and the literal bomb the Buttercup fusion dropped towards the end.

She threw it in a back corner of the room and turned back to Ben, who commanded, "Go! Deactivate it—I'll take care of the fusion."

So Kevin tried to pull wires and press buttons—he was very good at this stuff, after all, but only when he was familiar with it—to no avail. "It's not gonna turn off, Ben. This place is gonna blow, and we've gotta get out of here before it does."

"Then help me finish her off!" Big Chill yelled, spreading ice all over her green face.

"Alrighty, then, I'm coming."

And he did, but only just in time to see the fusion knock Ben into a glass coffee table nearby. "Why do people even have these?" Kevin wondered aloud.

"I know, right?" Ben agreed as he threw another punch. "I suppose they're classy enough, but they almost always get used as a weap—"

And just as Kevin sent the fusion sprawling into a gooey mess with one final shove, the fusion used the last of her energy to swipe at Ben with a shard of glass. The Omnitrix-bearer was completely caught off guard, and didn't even realize what was happening until it had already happened.

In a moment of dreadful irony that Kevin could never forget, the fusion melted away just as Ben fell backwards to the ground, his human self once more. He lay flat on his back, eyes wide in surprise as his right hand came away covered in blood from a large wound in his side. "Oh," he said quietly, as if being stabbed by a fusion were the most natural thing in the world.

"Whoa, stay still," Kevin said, rushing to Ben's side instantly. "Let me see." Normally, he'd say that Ben would be fine without looking at the injury, but he found himself worried that Ben's exhausted state would complicate things. It certainly had affected his fighting—he'd never seen Ben look so ragged in a conflict.

He hated to think it, but he wondered if this injury would keep him away from the war long enough to rest and snap back from the constant overwork.

Ben winced, and let his head fall back to the ground. "How bad?" he said weakly, and Kevin could hear his energy leave him already.

It was dark, and Kevin's hands shook as they pushed Ben's green jacket out of the way. The glass was still wedged into Ben's skin, thick blood pouring out of the angry red wound at an alarming rate. "Bad enough that we've gotta get you out of here," Kevin replied, slipping his arm under Ben's shoulders and pulling him up.

"What about the bomb?" Ben reminded him, leaning his weight up against the wall.

"Seven minutes to go, last I looked. That just means we need to walk and talk."

"To who?"

"To help," Kevin answered, draping Ben's arm over his shoulder with one arm while reaching for his cell phone with the other.

He dialed three digits, knowing full well that they'd be forwarded to DexLabs.

As promised, Kevin started walking, guiding Ben down the first level of stairs, all while talking on the phone. "Uh, get someone to 988 Preston Avenue. An ambulance. Ben's hurt, and—"

"They're on their way, someone already called it in," the voice interrupted.

His eyebrow rose. How had anyone realized they were there? The area around them was completely deserted. "How long 'til they get here? He's in really bad shape," Kevin said through his teeth, looking at his injured friend.

Ben was wincing, hand still to his side, even as they walked. He was getting awfully quiet, and Kevin was starting to get worried. He hung up just as he realized that Ben didn't protest the "really bad shape" comment.

"An ambulance is coming," Kevin told Ben. "They'll meet us outside. You're gonna be okay."

Ben looked at Kevin and gave him the first true smile he'd seen in months. "I know. I'm with you."

And Kevin smiled back—just in time for a second bomb to go off three floors above them.

He had time to see the sudden fear in Ben's eyes just before something hit him in the head and everything went black.


	16. in which kevin learns about fire escapes

Kevin's eyes were shut tight. He coughed and sputtered, dust blowing in his face. His t-shirt _had_ been black, but it was now covered in gray debris. His left arm ached, and he figured from the way it crackled and grinded when he tried to move it that it was probably broken.

He tried to wipe the dirt from his eyes so that he could see better, only to find that it came away with blood from a cut on his face.

Looking around him, Kevin saw that the balcony from the floor above had fallen, swung into place between the floor and the ceiling of the room, an awkward perfect fit because of what had been broken down. One end was much larger than the other, wedged at an angle, so that there was a large gap between the bottom and the top.

"Ben!" he shouted, searching for his friend with wide eyes. "Ben, where are—"

"_Here. _I'm over here, Kevin." Ben's voice was much too quiet. And it came from the other side of the newly formed wall.

Struggling to get to his already injured friend, Kevin absorbed the metal from a loose beam, leaving his injured arm free. He threw his body in the wall. It didn't work. He kept pushing, but nothing helped. It was stuck. It was too tall for him to climb. If only Gwen could have been there to use a force field to levitate them up or _something_. The gap wasn't large enough to fit through, and the wall was wedged _tightly_.

It suddenly occurred to him that the Omnitrix had powered out and that Ben had no way to escape; hadn't Ben noticed the blinking red light on his wrist? Even from the other side of the wall, Kevin could see it flashing through a crack and the space between the top of the large mass and the ceiling.

Worse—he had no idea how long he'd been unconscious, so he had no idea how much precious time they had left.

No, he knew it. "Ben, the Omnitrix!" Kevin shouted, pounding on the wall with his fist.

"I know, Kevin. I know. You've…gotta get out of here, Kevin, and quick. Run!" Ben yelled back, his voice thick with determined desperation and pain. Clearly, he had hoped that Kevin wouldn't notice that the Omnitrix was completely drained of power; he sounded disappointed and frustrated all at once. And beyond hurt. He kept pausing to catch his breath, leading Kevin to wonder just how worse off Ben was since he had seen him only moments ago.

Kevin was breathing heavily, trying to make Ben see that this was _not_ okay. "I'm not leaving you! You're hurt, and I'm going to get you out of there. I promise, Ben. I'm gonna get you out of here. You just gotta let me help you. _Please_!"

Their words were coming out so fast, sentences shooting at each other like rapid fire, loud but still not loud enough over the crumbling building.

"Kevin, you've…got to! I've made my choice." Ben took a breath, he sounded like he was in a lot of pain. "You've got to live with it. It's the only way."

_No time to think or be emotional, just to act and talk and TRY to talk some sense…_

"I'm not gonna lose another friend to this war, Tennyson. What about Gwen? What about _Julie,_ Ben? Your girlfriend? "

He heard the other boy hesitate for a bit before answering, and it scared him. Did he really need to think about it that hard, or was he just in that much pain? "Tell Julie…I love her, okay? And give Gwen a… a hug for me. Grandpa Max, too." Ben's voice was much quieter now; Kevin could scarcely hear him over the roar of falling brick and concrete. The words were slurring together. "And tell Dex—"

"It can't end like this, Tennyson!" He was screaming now. "Not after everything! C'mon, we'll find a way—"

"No, Kevin! The building's….going to fall apart any second now, and you…can't be here when it does. We're on the third floor—if you go now you might… be able to make it. Go."

Oh, god, Ben was dying. He could hear it in his voice, so breathless and filled with pain. He couldn't see, but he knew that Ben was bleeding out there. No, he couldn't let this happen. He _had_ to get Ben out of there, to safety, make him see...

Couldn't Ben see what this would do to everyone, what it was doing to _him_? His heart was completely _breaking_, here, and he didn't want to admit it. He wanted Ben to just _know_. "What about ME, Ben?" He heard the sadness and devastation in his own voice, and it scared him. He didn't usually let people hear that side of him, but it was _Ben_ they were talking about, and he was going to _die_.

His best friend was going to die, and there was absolutely nothing he could do about it.

Kevin felt like he was dying, too.

"LEAVE," Ben snapped after a spilt second's pause, but then his voice got much quieter and harsher. "Dexter would, if I told him to. He'd _leave_, Kevin," Ben said, and Kevin could hear the bitterness in his voice, forced though it may be. "He'd respect me enough to do what I wanted him to."

That hurt, and Ben knew it. "Fine, then. Die, all alone. Is _this_ the way you want things?" Kevin hollered, bothered and angered more by the fact that he couldn't save his friend than the fact that even now, Ben wished Dexter was there.

"_Yes_," Ben breathed, his voice cracking.

"Goodbye, Ben," Kevin said, his eyes prickling with tears. _Not gonna cry._

"Bye, Kevin," Ben whispered back. Kevin could hear him slipping away, and it was killing him inside.

Kevin turned and started running, wanting desperately to look back, knowing he couldn't… There wasn't time.

But he couldn't leave. He froze in his tracks, looking over his shoulder and knowing that time was running out. The building was falling apart, marble columns falling and smashing. _Shit_.

What could he do? The building was coming down around him, and there was no way that he could possibly get Ben out fast enough without killing them both. As he reached the bottom landing of the ground floor, he shut his eyes, trying to picture some sort of solution.

If Ben hadn't moved (who was he kidding, Ben was bleeding to death there, they were lucky if he was still conscious), he was lying near what once was the entrance to a smaller, private balcony.

And that was when he realized—_there was a fire escape leading up to Ben's floor_.

He ran as fast as he could towards the side of the building. The only problem, he realized, was that the ladder to reach the stairs would most likely still be secured and up. And that was if the fire escape was even still there. Luckily, he realized, the movement of the building getting destroyed seemed to have jostled it down. He climbed up it as fast as he could, his arm aching as he pulled himself up. The metal felt hot and cold all at once, like a light bulb in a refrigerator. They didn't have much time. He hopped up over the railing and ran up the stairs two at a time.

As he ran, he couldn't help but beat himself up over the events of the past few moments. Ben was hurt, and badly, and it was completely his fault. He should have gotten there sooner, and acted faster.

_Dammit, Buttercup_, he thought. She'd proven to be a weak spot yet again.

Kevin's anger flowed through him, and pushed him to run that much faster. His broken arm ached as it swung back and forth, but he tried to ignore it. He was mad at Ben for doing this to him and keeping these secrets, and mad at himself for thinking that Ben would just _know _how he felt without saying anything. But more than anything else, he just wanted Ben to be okay.

He froze at the top of the landing, scanning for Ben. _Shit_. There he was in the corner, curled away from Kevin's face.

The glass door was already shattered, so Kevin just gingerly but quickly stepped over the shards as he worked his way over. The glass glittered, edged in red, leading up to a shiny puddle on the floor.

It was then that he realized that Ben wasn't moving, and that the area around him was bright red. _No…_

His suspicions were confirmed as he knelt down next to his friend. He didn't even remember running to him, just the impact of his knees hitting the ground. Ben was completely still, appearing to be unconscious or worse. He quickly took the younger teen's pulse, and upon finding it there, albeit weak, he let out a relieved sigh of "Thank god…"

Kevin tried to wake him up, unsure of how to touch him without hurting him. In the end, he decided to lightly pat Ben's cheek. His fingers came away tipped in blood, probably from the injury at Ben's hairline, and Kevin shuddered. There wasn't a defined cut, just a big patch of red. "C'mon, wake up. Don't do this, Ben… You're gonna be fine, I promise. I'm going to get you out of here. You just gotta wake up."

The floor below them rumbled, a reminder that time was short. He slid his arms under the unconscious teen, lifting him up. Kevin tried to be gentle for once in his life, not wanting to jostle Ben any more than he had to for fear that he'd make things worse; Ben obviously had a few broken bones, and there was still part of the large shard of glass the Buttercup fusion had stabbed him with in the teen's side. He didn't dare slide it out; he knew it was probably the only thing keeping Ben from bleeding out. Ben's weight on his broken arm was not exactly pleasant, and had Ben been conscious, Kevin probably would have teased him a bit. Even though he didn't really mind, as long as Ben didn't die.

"That's a lot of blood, hero," Kevin said through his teeth, wincing as he pulled Ben's still form up into a more secure position. Ben's head rested awkwardly on his shoulder, his knees limply dangling over Kevin's broken arm as he carried him. There was a large pool of blood from where Ben had fallen, and as much as he tried to ignore it, Kevin couldn't help but notice the sheer volume of it on the ground.

In the pale light, Kevin could see how much worse Ben's condition had gotten since he'd last seen him before the explosion. His face was ashen, whiter than a brand new sheet, and dotted with bruises and angry red marks. The injury along his hairline oozed freely flowing blood, and Kevin supposed that the young man hit his head somewhere after the explosion. Half of his face was covered in a curtain of the sticky red liquid, and the other was splattered with bloody dots and the beginnings of purple and yellow bruises. _Like a really bad tie-dye shirt,_ Kevin mused. He was really scared by the thin line of blood dripping from Ben's mouth. He'd seen enough movies to know that wasn't good.

The metal of the staircase shuddered and twisted beneath them. He was torn, as they had to _move_, and fast, but if he went too quickly, he'd slip and injure them both. There was no time to stay gentle, they had to get down to the bottom level or they'd both die. Kevin almost cried out in relief when he saw the flashing red and blue lights of the ambulance below. Now they just had to get there…

He didn't want to have to jump, but at the rate the building was falling apart, the stairs would crush them before they got down there. "Almost there, Ben." He wasn't sure why he was still talking to Ben; it wasn't like the Omnitrix-bearer could actually hear him.

The ladder was going to be a challenge; He wished he'd have thought this through more. Fortunately, several of the KND operatives (They were everywhere, weren't they? For once he was happy to see them), were ready to take Ben, apparently acting as EMTs, and he slid them the limp and unconscious teen before trying to get down the ladder himself. Seconds after his feet touched the ground, the ladder collapsed. He covered his head with his good arm in defense, and quickly realized that it was finally, _finally_ over. They were _out_, and still alive, at least he was.

They led him to the ambulance, where Ben had already been loaded. He looked so unlike himself, strapped down to a backboard with an oxygen mask over his face. He sat beside him, waving off a kid trying to look at the cut on his face.

"It's just this and my arm. Pay attention to _him_," Kevin growled, pointing at Ben's still form.

The kid looked skeptical, but handed him Ben's green jacket. He held it in his hands, feeling it between his fingers. _You needed a new one anyway, Tennyson_, he thought, looking at all of the warm blood staining it.

Now that he was alone with his thoughts, he couldn't help but panic. He heard them whisper things about blood volume and oxygen and other things, and he just couldn't handle it anymore.

_Oh, shit, this is bad_.


	17. in which kevin learns the waiting game

Kevin stood at the door's entrance moments after the ambulance unloaded, knowing that there was absolutely nothing else he could do. He had followed Ben as far as he could, but now he had to sit and wait for someone to tend to his own injuries. He stood still, his mouth agape, unsure of how to react or what to do next.

It was only then he noticed Julie was standing behind the desk, a hand to her mouth, the other leaning heavily on the desk to support her weight. She looked pale, and more frightened than he had ever seen her. She looked like he was about to fall over.

"Julie…" Kevin said quietly, approaching Ben's girlfriend like he would an injured animal. She seemed to be in shock, her dark eyes wide with disbelief and sadness.

"I… I saw them take him," she whispered. She stepped out from the desk, biting her lip. "They brought him past me, past the desk, and I saw… Oh, god, Kevin, he's dying, isn't he?" Julie asked gently, quietly, knowing it was true but not wanting to accept it.

Kevin wasn't sure how to respond to her question, because he wasn't sure what the answer was. Instead, he remembered that he was carrying Ben's bloodied and torn green jacket. He walked closer to Julie and gently set it in her arms, wordlessly expressing his concern, resting a hand on her shoulder.

The dark-haired girl took it gratefully, nodding to Kevin in thanks. She slowly raised the jacket to her face, rubbing the smooth fabric against her cheek. "I'm losing him already… What if this is it, Kevin? What if he dies?"

He shrugged. How was he supposed to respond to that?

"I keep telling myself to leave him, but I just can't. There are so many reasons I should… _and so many reasons I shouldn't,_" she whispered, her voice light and heavy all at once. "I love him for the same reasons I hate him. No," she corrected herself, lost in her own words, thoughts, and emotions. She wasn't talking to Kevin, now, not really. "I don't hate him, not really. But I can't stand it when he does this to me… When he hides me away, because he doesn't want me to get hurt, even though he knows I'm fully capable of handling myself, of _helping him_. When he disappears, and comes back hurt or distraught or sad, and I don't know how to help him. When I have to look in his eyes, and I see that he's hurting and there's just something he's not telling me. I keep asking myself why I'm still here, but then he comes back and I remember why. Because he's just so _good_—he's caring, and selfless, and courageous,and I _love him_. I just wish it didn't have to be like this. I never wanted to be the whiny, bitchy girlfriend sitting on the sidelines, praying and hoping that he doesn't come back… like this. Hurt, and broken beyond anything I can fix. Is it wrong of me to think that way?"

Once again, he wasn't sure how to answer.

* * *

The next few hours blurred together in gray streams of doctors, tears, and waiting, but they seemed like an eternity. They had originally wanted to admit Kevin (he _had_ been unconscious, after all, even for a short amount of time), but he quietly waved them off. Gwen found Kevin just as the doctor finished setting his broken left arm.

Maybe it was the medication they gave him, or how much his arm (and everything, actually) _really_ hurt, but he felt like crying the moment he saw her. He didn't, of course, but he didn't complain when she rushed over and threw her arms around him, careful not to hurt his arm.

She sat with him and silently held his hand as the doctor cleaned the blood of his face, stitching the long cut down the side of his cheek with a neat row of stitches. The doctor put a flat skin-hued bandage over the scrape under his eye, and a long thin bandage over the stitches to protect them. His face felt tight, but he wasn't sure if it was from his exhaustion, the stitches, or the bandage.

The moment they left the exam room, Gwen gave him a feather light kiss on his split lips, almost as if she wanted to remind herself that he was still there without hurting him. She trembled as she buried her face in his chest, careful to avoid the sling on his arm.

"I was _so scared_. I just waited to hear the worst, and then Julie called, and she said that they had just sent an ambulance to bring both of you in… She was really calm at first, all, 'Gwen, I have to tell you something,' but then she just lost it halfway though, and I could barely understand what she was saying… I thought I was losing you. _Both _of you," she confessed, voice cracking. "It was _killing _me to wait, and not know. And all the blood on your shirt…"

He looked down. He hadn't even realized that he was absolutely _covered_ in Ben's blood. His jeans were covered in rusty splotches, and his black shirt almost shone maroon in the light on its dusty and dingy gray background. He felt very dirty all of a sudden, and really wanted to change and take a shower.

"It's… It isn't mine, Gwen," he admitted sadly, shaking his head.

"_It's Ben's_…" she gasped, drawing back, and he nodded. "Are you okay?"

"I'll be fine," Kevin maintained, using his good arm to push the hair out of her face and kiss her forehead, even though the stitches in his cheek screamed a tiny bit in protest as the skin pulled ever-so-slightly. "But Ben… He's hurt pretty bad, Gwen."

"How bad?" she asked, lip quivering.

He swallowed, and dropped his hand. "Really bad."

They met Julie in the waiting room, where she jumped up from her chair and hugged Gwen for an extended amount of time. Gwen stroked Julie's hair, whispering kind, calming things in her ear.

It occurred to Kevin that he had been sitting in the very same chair only a few months before, desperately wanting some news of Buttercup.

Well, _that_ hadn't ended well.

Gwen sat next to Kevin, and while she hadn't asked him any questions, he could feel her curiosity and fear. Or maybe that was just the way he was interpreting the way she was handling things; she was violently trembling, and she was blinking a lot. He knew she was close to tears, and the only reason she wasn't crying was that she hadn't seen Ben yet.

Julie wasn't fairing so well. She hugged Ben's jacket close to her chest and rocked back and forth, silent streams of tears running down her face. Kevin had certainly never seen Ben's girlfriend as a wimp, but even if she was a typical whiny girl, he wouldn't blame her for crying.

At some point, Gwen finally asked what had happened. He gave her the quick, shorthand version of the story, confessing that he had been aware of Ben's plans for the past few weeks. Gwen and Julie both looked shocked, and he couldn't tell if it was out of anger or disbelief. They sat in silence for a while, tension, irritation, and concern hanging in the air between them.

It was nearly unbearable.

Trying desperately not to think about what any of it meant, Kevin's head ached. While he wanted to blame it on all that had happened, he knew it was most likely from admitting to Gwen that he had betrayed her trust. Unable to bear the shame-ridden silence anymore, at least on his end, he quietly slipped out of the waiting room after a bit, looking for a place to hide. The pew he sat on in the chapel (DexLabs even had a place for religion, how absurd) was not exactly forgiving to his aching back, but it felt like the right place to be. Ben would be in surgery for several more hours, and Kevin found the need to be alone with his thoughts.

It was only when a certain redheaded genius walked in through the door (he would have liked to describe it as "wandering" in, but Dexter was always quite deliberate with his actions and it wouldn't have fit the situation) that he began to feel like the walls were caving in.


	18. in which kevin learns to let go

"I was wondering when you'd show up," Kevin drawled, clearly irritated. If it wasn't for his broken arm, he would have crossed his arms over his chest, so instead, he shoved his uninjured hand into his pocket. He was suddenly feeling strangely superior, though he wasn't sure why. "This doesn't seem like your kind of place, with the science… ness you got and all." Damnit, he was too tired to properly insult this clown. Why couldn't he confront Dexter when he _didn't _have a headache?

He hadn't spoken much to Dexter in the past, and while he had heard rumors of the boy genius's brashness and commanding demeanor, he saw nothing scary in the short kid in the white coat sitting beside him. Dexter looked calm and collected, but Kevin could see a blush of worry across his small features, and while he wouldn't use that knowledge to his advantage, he felt better knowing it existed. The kid _should_ be worried for Ben, he thought. Ben was hurt, Ben was dying, and if Dexter called himself Ben's friend, it was only right that he showed some sort of concern.

"Nor yours, Mr. Levin, albeit for other reasons. And of course I 'showed up.' I care about Ben," Dexter stated, and it killed Kevin a little bit inside to hear how matter-of-fact the kid was. There didn't seem to be any feeling behind Dexter's words, but Kevin couldn't understand how an emotional statement as "I care" could come across as fact rather than emotion. It had taken Kevin _years_ to admit to any sort of emotion, and here Dexter didn't even try and prove that he felt anything. It was… unnerving, to say the least.

That weird accent was going to get really annoying soon; his head was already pounding, and every time Dexter butchered the pronunciation of a simple English word, it felt like someone was stabbing him in the temple with a screwdriver. And twisting. Dexter _wasn't even arguing_—he was presenting facts. What it must be like to have such confidence, to not question anything that came out of his mouth, Kevin thought. Dexter simply knew he was right, with no room for the notion that it might possible that he was wrong.

Kevin decided that he really didn't like this kid. It wasn't easy to fight him, or even fight back, and that wasn't Kevin's style at all. Then there was the matter of Ben, who seemed to worship the kid. What was their friendship based on anyway? What could they have possibly had in common? Maybe Ben admired Dexter for his brains or his confidence, but why did Dexter become friends with Ben?

Who was he kidding? He had made up his mind not to like Dexter before he had ever met him—because of Ben.

But he couldn't quite grasp it- what gave Dexter the right to "care" at all? Kevin was getting angry, and he didn't understand. He sat up straighter in his seat. "The way you cared about Buttercup?"

Dexter closed his eyes and then opened them; Kevin had obviously pointed out something that bothered him. Was that his version of flinching? The worst part was, he felt _guilty_ about it somehow. He had promised himself he wasn't going to use the kid's feelings against him, but he couldn't keep his own feelings in check.

"Buttercup knew what she was doing," Dexter whispered, staring at the blank wall, spacing out without blinking. Kevin wondered what he saw—did he see white paint, or did he see numbers, variables, and equations? It made him uncomfortable; he wasn't familiar to that kind of thinking. He felt very small all of a sudden, realizing how funny it was that Dexter could put him in his place without saying much at all. Their situation had changed in mere minutes.

He was still angry, though, and he wanted answers. "What's that supposed to mean?" Kevin spat out. "Are you saying that Buttercup deserved to die?"

Dexter shook his head, still not looking Kevin in the eye. "You don't understand, do you?" he responded, taking a moment for himself before answering. The way he said it—almost a subtle, bitter bark of a laugh— Kevin couldn't figure out if the kid just thought he was stupid or was laughing at some deeper irony in the situation. "Buttercup knew she was dying. She came to me only weeks before, when she sensed that something was wrong. She was a smart girl, that Buttercup… Too smart for her own good, sometimes. And I told her… I told her what was going on. I did every test I could, but the answer was the same every time. The damage from the fusion matter had already been done. We both knew it wouldn't be long."

Kevin's eyes widened, and he sat up in his seat a bit. "What do you mean? Buttercup…"

"…would have died no matter what," Dexter confirmed quietly. He suddenly turned to look at Kevin. "Do you want to know why Blossom blames you? Why she can't stand the sight of you?" he whispered. His eyes were wide with an odd combination of sadness and desperation, tired of holding things back. Kevin couldn't even nod in response, frozen in Dexter's icy gaze. His head was _killing_ him. "It's because Buttercup knew she was dying, and wanted to be with _you_ when it happened. She knew when it was going to happen because I told her when it was going to happen. Well, not exactly, but she knew the symptoms; she knew the signs. She knew what to look for. She went to see you right when she realized that things were going to get much worse. She choose _you_ over her own family, because she trusted you."

"If you knew what was going to happen, why couldn't you save her? You couldn't have helped her? She was in so much pain, I was there…" Kevin rasped, the words stuck in his throat. He wasn't accusing Dexter of not caring, not really. He just wanted an answer, and his voice was softer than he usually let people hear. He wanted so much to blame it on the headache, on how freaking sore he was, but who was he kidding? He hadn't felt so much for something in a very long time. "And what about her family? You didn't warn any of them? Not her dad, or her sisters, or her husband? _Not even her husband_? Why did she want _me_?"

Dexter's expression changed slightly. He looked absolutely pitiful, and Kevin wondered why he had a reputation for being scary. And then he realized the Dexter had cracked. This was it, that sore point with Dexter. They had the same fears, he realized; they had just lost a friend, and were afraid to lose another. They were helpless. They had that in common, at least.

"I could not save her any more than you could, or the doctors could, not just because it wasn't possible, but because _she didn't want it_. Blossom hates you because Buttercup chose to be with you when it happened. She wanted to be away from her family, to save them from seeing her at her worst. She knew you could handle the pain, so she chose you. And me…" Dexter smiled faintly, remembering a girl with dark hair, wild eyes, and sharp wit. "She made me promise I would stay away, that I wouldn't tell anyone…"

All of the heat rushed to Kevin's scraped and bruised cheeks, burning them with the realization that he had just been in a similar situation. It reminded him of the promise he made to Ben—that he wouldn't tell anyone that he knew what he was doing, that he knew that Ben was alive and well and fine. He could have told them, just to take that worry away from them. Yet another thing he had in common with Dexter—loyalty.

Dexter turned back, adjusting his gaze to the wall. "I loved her like a sister," he said flatly, and oddly enough, once again his straight, unfeeling tone gave it enough emotion to punctuate his point. "And even when she was dying, she didn't want me to see her like that. She didn't trust that I'd love her anyway, even if we knew the end was coming. She never wanted anyone to see her be that weak. And I cannot figure out if that was because she wanted to spare me, or because she didn't think I could handle it. When Ben told me she was gone… I felt like I'd betrayed everyone. Lied to everyone. Even the Professor… He's been so good to me." Dexter closed his eyes, and Kevin let him have his private moment. "And Ben," the teenage genius said, his voice cracking. "Tonight—he called _you_, and not me. _You_!"

Kevin paused before speaking, not quite sure what to say. They weren't so different after all. _This_ Dexter, the one he was seeing now, was very different from the quiet and commanding genius he had seen from afar. They both hid their feelings as much as possible, but when they reached their breaking point… It just happened more often to Kevin, he supposed. They were both lonely. And they both were terribly afraid that hey were going to lose their best friend. "He wanted to keep you safe, kid. He knew it was tough stuff."

Dexter rolled his eyes. "It was because he thought I couldn't _handle_ it."

"I don't think that's true, even though I'm pretty sure you don't give a shit what I think," Kevin maintained quietly, shrugging. "I'm not gonna be able to make you believe that, but it's true."

"He trusted you enough to want you there. _Buttercup_ trusted you enough to want you there..." Dexter pondered. "I don't know why I'm even talking to you about this. I don't like you, or trust you, and I don't think you've been a very good friend to Ben. And you think the same of me. We're finished here."

"But they always chose you first!" Kevin exclaimed He was blatantly ignoring Dexter's order. Why would he possibly think that Kevin would do as he was told? "Always. And it pissed me off."

"I said that we are finished, Mr. Levin," Dexter said through his teeth.

"I don't care. Why the hell do you think everyone always has to listen to you because you're smarter than them? Don't you see that? When he comes to you, it pisses me off. And when he comes to me, you get pissed off. I'm really sick of this 'competition' thing we've got goin' on. Dude, I don't even know you," Kevin sighed, exasperated. "I don't like you, and you don't like me. But we're both here. We're both here for Ben. I'm not gonna try and tell you that you've been a bad friend. It's hard to be a good friend to someone who tries to make it hard for you to talk to them."

Dexter's eyes burned with anger. "I don't appreciate the way you're talking about Ben."

"Ben's not perfect, Dex."

"Don't call me that," Dexter murmured, a sense of icy calmness in his voice.

"Whatever. He's not. You can't expect him to be. Buttercup wasn't perfect either. And it wasn't exactly fair for them to put us in this position," Kevin said, his shoulders feeling sore. His arm still really hurt, even though they'd given him something for the (rather light, he couldn't imagine what Ben was feeling) pain.

"But Buttercup—"

"…was one of the best people I've met in my life. She was honest and she cared about her family and friends so much that she wanted to spare them from what she was going through. But she picked you—she told you what she was going through. She trusted you, and you came through for her. She trusted us. That was her decision, and I don't think we should question that. Or Ben."

Where did _that_ come from? He just admitted that he was here for Ben. Hadn't this been what he was leading up to for months now? This "showdown" with Dexter, where they'd both demand to know why they had to share their friend with the other? He had just given it up without a fight.

How unlike him, he thought, to back off like that. Maybe it was because he was tired and sore, but he didn't want to do this now. Damn, they must have put him on some good drugs. His head was swimming. He really had a headache. He couldn't remember having a headache this bad before… Oh, no wait, there was that one party when he was fifteen, but that was… That was before the war. How long ago that felt…

Dexter thought over Kevin's point for a moment. Kevin expected an argument back, but there wasn't one. "Okay, then."

"What?" Kevin interjected, puzzled. The chair was starting to feel annoying now. He was going numb all over.

"We'll let it go. This 'competition' you say we have. We'll let it go. We—at least I've been, and I'm inclined to think you've been doing the same thing— We've have been blaming things on each other for so long now that it's almost laughable to think we wouldn't cross at some point. And here we are, for the same reason."

Kevin blinked, confused. Screw it, his head hurt _way_ too much to talk about this right now. He wasn't quite sure what he expected out of their conversation. They were too tired and beaten, physically and emotionally, to dream of getting into much more of an argument. They didn't have enough energy to chew each other out, even though they both felt jealous and bitter about the other. He didn't think they'd sob and hug and tell each other everything was going to be okay, either, because they weren't that kind of people, but whatever, it was almost over.

"Alright then. That's what we'll do," Kevin confirmed. He still wanted the last word, after all.

"You should be in a hospital bed yourself, you know. You look terrible," Dexter commented, leaning back and crossing his arms.

Kevin raised an eyebrow. "What, are you actually worried about me?"

The redhead snorted. "Of course not. But Ben won't be very happy if the first thing he sees when he wakes up is a living bruise."


	19. in which kevin learns about guilt

Ben had been hurt before, of course.

Kevin had seen him injured on several occasions, and usually, Ben kept fighting despite the breaks, bruises, and beatings. It came with the alien fighting territory, or maybe it was just the way Ben did things. He'd ended up in the hospital a few times; explosions and laser burns tended to be more than they could handle with the first aid kit they kept handy in the trunk of Kevin's car.

Usually, one of several things happened. Ben would whine and complain, annoying them all, which meant that he was going to be just fine and there wasn't anything seriously wrong. Other times, Ben would go on fighting, acting like there was nothing wrong. That's when they got worried—when he tried to hide things. But the worst was when Ben didn't even have the energy to pretend, and it was plain to see how bad things were. When that happened, they were terrified.

How many times did Kevin find himself speeding the entire way to the hospital? Gwen sitting in the back, cradling her cousin's head in her lap…

Whatever happened, Ben was one of the most resilient people Kevin had ever met. He sprung back from injuries like they were nothing, and they always knew better than to bring it back up. Ben was Ben; they would never let him know that they had seen the crack in his mask.

This… This was different. This was breathing treatments, stab wounds, heavy medication, internal bleeding, and fractures. Ben was likely to pull through, according to Dexter's doctors, but he wasn't quite out of the woods yet. He'd lost quite a bit of blood, and they were worried about his head injury. Kevin tried not to tally up the injuries in his head, for he feared that he'd figure out more than he really wanted to know. He knew that Ben's collarbone and a few ribs were broken, and that there was some internal damage from the stab wound, but the worst part of that was the blood loss. The broken ribs didn't puncture a lung, thank goodness, but he might've heard something about a collapsed lung. He tried to tune that stuff out. Ben was hurt, and badly, and that was all that mattered. He would gloss over the details in his mind as much as possible, because he really didn't want to know how bad things were. Not really. Ben was still unconscious, and having some trouble breathing, and that was scary enough.

Kevin and Gwen contacted Max through a video conference, but he was unfortunately off-planet and couldn't return to Earth for several more weeks. Kevin never thought he'd see Max Tennyson look terrified, but he was watching the moment Max realized that not only was Ben seriously injured, but also that he would be unable to see his grandson.

"Tell him I love him," Max told them, though Kevin felt that Max was mostly addressing his granddaughter. "And that I'm so proud of him." It was only after they turned off the videocam that Kevin realized that Max had been crying.

They'd begun their vigil shortly after Ben was out of surgery and in a room. Within minutes, it felt claustrophobic, but Kevin couldn't tell if that was because the room was small or because there were so many people in it. He had seen TV shows where they only let a few people in the hospital room at a time, or kicked them out after a few minutes so they could "take turns." It wasn't really like that, at least not for them. Maybe it was because they were just kids, or because Dexter was there, but they let them yank in chairs and even a sofa from the waiting area. There were more than a few of them keeping watch; Gwen and Julie sat in chairs next to the bed, while the boys sat back on the sofa. Dexter and Kevin pointedly ignored each other. Was it really morning already? It must've been, because he could see the beginnings of daylight from the window.

Kevin would never, ever say it, and he'd act like he wasn't, but he was scared shitless. It was just the comparison of the bloody, broken Ben in his memory from last night to the listless boy in the hospital that haunted him. He'd been so scared the night before that he'd break Ben if he carried him wrong, that he would hurt him worse, but it hadn't happened yet. He was so _still_ there in the hospital bed, purple and yellow bruises looking like smudges over most of his skin and white bandages wrapped and stuck everywhere. His arm was strapped up tightly in a blue sling to treat his broken collarbone, and a white bandage over his forehead pushed his dark hair out of his eyes and into messy clumps that stuck up at odd angles. It was longer than he'd remembered; when had Ben last had a haircut? Had he been in better spirits, Kevin would have commented on their matching slings, but he was too downtrodden to say much, even if he wouldn't admit it. He didn't even want to think about what the numerous IVs connected to Ben did, or why Ben still needed the oxygen mask over his face. All those clear plastic tubes, twisting together into a translucent tangle of wires and medicine were reminders that Ben still might not make it.

He was frightened.

After several hours, Kevin's phone rang. He flicked it on as he mouthed to Gwen that he'd be right back. She gave him a tired nod. He really hated to see her so sad. She'd scarcely spoken to anyone in the past few hours. He knew she was rather irritated that he had known something about Ben and kept it a secret, especially when she'd made a point of being vocally worried about her cousin. They'd have words later, and it would take some time to earn her trust back, but they were too concerned with recent events and she was too happy that he was to fight just yet.

"Hello?" he said, stepping out of the room.

"You're not much of a caller ID guy, are ya?" a rough and familiar voice inquired with a bit of a chuckle, sensing Kevin's hesitant greeting.

If he hadn't been so tired and completely and utterly sore, Kevin might have laughed. "I kind of do things in a hurry, I guess," he told Ace. He hadn't realized how screwed up his voice was until then. He could usually match or exceed Ace's volume, but he found himself incapable of saying anything above a harsh whisper.

Ace noticed too, and the musician's voice quieted down a bit as the conversation turned serious. "I heard about your night. You alright?"

"Busted up my arm, and my face is a bit messed up. I should be okay though. Ben's… Ben's not doing so well," Kevin said, and it was the first time he had admitted it out loud.

"Is he gonna be okay?"

Kevin would've put his left hand in his pocket if it wasn't immobilized by the sling over his shoulder. He continued to wander around the hallway, walking and talking. "Yeah, yeah I think so. He's really hurt, though. I don't think I've ever seen him this bad."

"How long have you been friends?"

He wasn't sure how to answer that one. They _hated _each other as kids, but that wasn't really Kevin. Not really—that was some crazy, high-on-electricity-and-power version of Kevin. He could be honest and say the truth, which when they were much older. All of his thinking was giving him a headache. "A few years," he finally answered. "But I've never seen him like this. I really thought... I really thought he was gonna die there last night."

_Aw, shit,_ he thought. _Guys don't talk about this stuff. _He instantly regretted telling Ace that he was on edge about this whole thing.

Ace didn't answer right away. "You're not okay, are you?" he asked quietly. He sounded very serious for once.

"No," Kevin breathed. "Not at all." It felt better to get that off his chest. "But if you tell anyone I'll kick your ass," he added hastily, just to get his point across.

He thought he heard Bailey crying in the background, and heard Ace move towards her.

"I don't doubt it," Ace replied, barely laughing over his daughter's loud wails. "I'm here if you need me. I'd come up to the hospital to see you'se guys, but I've got Bailey, and I can't risk gettin' her sick or anything with the hospital. But if you call me… I'm here."

Kevin nodded, even though he knew no one could see him. "Thanks, man."

"Anytime." Bailey had calmed down now, quietly gurgling in her daddy's arms.

"Ace?"

He heard Ace shift Bailey's weight. "Mmmhmm?"

"You're a good dad."

Kevin hung up and made to turn the corner, but heard someone yell.

"Wh-what do you _mean?_" he heard a female voice screech.

He really needed to start avoiding people. All people, not just the ones he knew. He'd become a hermit, and live in a cave somewhere, or get an apartment and lock himself in. He really only needed a crappy TV and access to old reruns to be happy. This eavesdropping thing only ever got him in trouble. He always found himself in the wrong place at the wrong time. _This isn't going to end well_, he thought, mentally sighing.

He knew the next voice, very, very well; it belonged to Professor Utonium, who sounded exhausted. "I'm sorry, Frankie. There was just too much damage. Even if he had survived, he wouldn't be the same. There really wasn't anything they could—"

"No," Frankie Foster shouted, "don't you DARE tell me there wasn't anything they could do. He's… He's… He was just a little boy, just a kid! _He wasn't even supposed to be there!_ Why was he there?"

"I don't know, Frankie. I think he wanted to help," the Professor answered, all of the sincerity and remorse in the world his voice.

The redhead stopped yelling and began to cry. "He was… He was all I had left. All the friends are split up, and some of them are fighting. I never know if anyone is hurt, or dead, or… But not Mac. We had worked _so hard _to keep him out of things, so he could be safe… We… We were all he had left."

Kevin knew what had happened, and found his eyes prickling the moment he realized that Mac was dead. He mentally beat himself up wondering why he didn't check to make sure the kid was okay in the first place. Mac had gone into the building to help _him_. It made sense, suddenly—he had wondered who had called for an ambulance, why they had already sent help before he'd asked for it.

_Mac had still been in the building_, and hadn't gotten out before it collapsed. He was the reason Ben was still alive.

Instantly, Kevin felt as if someone had punched him in the stomach. Why didn't he make sure that Mac listened when he told him to leave? Why did he assume that the kid just did what he told them to?

The answer was clear: _it was because he was focused on Ben_.

"I didn't even… I didn't even know he was gone," Frankie sniffed. "I put him to bed like normal. I didn't even know he snuck out. Why did he sneak out?"

The Professor sighed, and before the older man spoke, Kevin knew that he was thinking of Buttercup. "I know… what it's like to lose a child," he whispered to Frankie, and while he wasn't looking, Kevin imagined that he put a calming hand on the girl's shoulder. "Not being able to understand _why_. Going over it thousands of times in your mind, trying to find the right solution and realizing that _there is none_. Feeling like you could have helped them… But…"

"You can't," Frankie admitted, sadness weighing down her voice. "He wanted to help so badly—"

"—you know he would have found a way to get involved in the long run," Utonium interrupted gently. "You couldn't keep him out forever, Frankie. I'm so sorry that it ended so badly."

Frankie apologized for yelling and thanked the Professor for his kind words, turning to leave. She gave Kevin a small, pitiful nod of thanks as she left, and he didn't really understand why. He didn't want to think about where she was going, though he imagined that she was off to tell the imaginary friends that the little boy was dead. And what about Bloo, Mac's own imaginary friend? What happened to imaginary friends when their creator died, anyway? He wondered if Bloo knew. Did he just… feel it? Kevin had seen them together. Of course Bloo knew. You couldn't have a connection like that without _feeling_ when something happened.

And he couldn't shake Mac's words out of his head. _This is my war too, you know_.

Kevin turned the corner. "I always seem to walk into the… most awkward conversations," he said, slightly embarrassed.

Much like Dexter, Kevin felt like the Professor was analyzing him. It felt just as foreign and uncomfortable, but where he felt Dexter scanning him for suspicion and anger, he saw concern in the Professor's eyes.

"You look like hell, Kevin," the Professor stated with the smallest of smiles. "When was the last time you slept? You should be in bed, and you know it."

He ignored the Professor's concern, brushing right past it. "It's my fault." Kevin's words were flat and raw. It felt familiar in some way, but unusual all at once. He realized that it was his old voice, from back when he was a kid. Back when he had problems he wouldn't admit, and too much sorrow for one child to deal with. He'd spent years escaping that, looking for a way to forget that old life. It was easier to make new memories than to constantly compare them to the old ones. _Easier to forget_, he thought.

"What is, Kevin?" Utonium sounded tired and concerned all at once, his voice only slightly above a whisper.

"All of it. Mac. Ben. Buttercup." He shut his eyes in disgust. His voice had withered to a hoarse rasp by the end.

The Professor didn't look angry, only curious. They sat down on a nearby bench to talk. "Mac was at the wrong place at the wrong time. He knew better. He was smarter than he looked for someone so young. He knew the risks, and he didn't listen."

"But he called for the ambulance before I got a chance. I saw him before I went in, and he wanted to help, but I said no… I sent him away. I should have made sure he left…"

Kevin trailed off.

The Professor shook his head. "And then what would have happened to Ben? He needed you, Kevin. That's why he called you."

"I didn't do a good enough job. If I'd have fought harder, faster… I shouldn't have hesitated. I shouldn't have held back when I realized… when I realized who I had to fight."

Utonium sighed, and Kevin realized that the man was much younger than he looked. Loss and stress had aged him over the past few months. "I would have been surprised if you _hadn't_ hesitated, Kevin. She was your friend, after all. And even if it wasn't…" his eyes were filling with tears, shining and glassy with sorrow. "Even if it wasn't actually _her_… It was enough of a reminder than it's no wonder that you were taken by surprise. No one blames you for what happened to Ben, Kevin. No one."

"Dexter does," Kevin mumbled under his breath, hoping that the Professor wouldn't hear him.

Kevin immediately felt foolish for brushing him off. Professor Utonium was no stranger to raising teenagers. He knew to look through silence to see what was hidden; he was a parent, he was a scientist, and he just _knew_.

The older man took a breath before speaking. "Dexter… Dexter is brilliant, but he's still a teenager. Just like you, and Ben, and Gwen, and Julie, and my… My girls." He put a comforting hand on Kevin's shoulder, careful not to jostle the sling that held his broken arm. "You've all had to make such grownup decisions in this war, but you're still kids. We forget that sometimes. Dexter's looking for someone to blame, as you are. Ben is one of his only and closest friends, and he's terrified for him."

"He's sure not showing it," Kevin grumbled. _He's just angry with me_, he thought.

The Professor obviously didn't agree with him, but didn't press it. "He's showing this pain in his own way, and you're showing it in yours. He's here, and you're here, and that's all that matters."

_But your daughter's not, and she won't be ever again_. They were both thinking it, but didn't have the willpower to say it.

Kevin didn't necessarily agree, but the Professor was obviously trying very hard to make him feel better and he wasn't going to complain. Besides, his head still hurt. It was nearly eight in the morning, now… He had woken up at six thirty the day before, and now he had been running for over a day without sleep. He was exhausted, and being tired wasn't helping his guilt.

"Still. I should have been strong enough to make sure Ben didn't get hurt like this. I'm not… Ben's fighting for his life in there_ because I held back_." It hurt so much, but he heard himself blurting it out all of a sudden, bubbling and spewing from his mouth.

Shit, he was tired.

The Professor just shook his head sadly. "He's hurt because…. Because the fusion hurt him, Kevin. You weren't the one who hurt him, were you?" Kevin shook his head. "Then stop blaming yourself."

"I should've been a better friend. I wasn't worried enough when we didn't hear from him. I got really pissed because I thought he was telling Dexter more than me, so… I just stopped trying. I was jealous, so I just wrote him off," Kevin confessed. It felt horrible to hear himself admit that he was wrong, but he felt like it needed to be said.

"Then you need to tell him that," Utonium said gently. "Tell him what you just told me."

Kevin bit his lip. "Last night… I thought I wouldn't get a chance to. He was hurt, and badly, and there was so much blood… I think I realized that I needed to talk to him about it a while ago, but… I guess I'm not the kind of person to admit when I'm wrong."

The Professor chuckled a bit, faintly smiling. "You do come across that way, Kevin."

He had a lot of things to fix in his life, Kevin realized. He needed to be more honest, with himself and to others. He needed to tell people what they meant to him, especially now that he knew that he could lose them in an instant.

They sat in silence for a moment, before Kevin whispered, "It was like… It was like watching her die all over again."

The Professor said nothing in response, and Kevin didn't expect him to. The older, wiser man's eyes were closed, and he suddenly looked very sad. These wounds were too fresh, and he doubted if any of them would ever feel comfortable talking about her.

"The way she moved, and fought, it was Buttercup. That's the scary thing about these fusions; they might be acting differently, almost opposite, but it's like they're still part of the person they're copying. She didn't hesitate with anything, like Buttercup. She acted without thinking. And in the end… That's how we had to beat her. Because we knew how she'd fight," Kevin explained, slightly horrified by what he was describing.

Kevin wondered how old the scientist really was. Most of the time, he seemed ageless, eternally young. In moments like this, when all of the grief and loss sketched out each line around his eyes, he seemed quite a bit older.

"I miss her so much," Utonium sighed, eyes filling with tears. "She was, in a way, the most focused of my girls. Bubbles has so much empathy for other people, and Blossom is so very set on doing the right thing… But Buttercup," he said, his voice cracking a bit, "my Buttercup was resourceful and brave, and she had a good head on her shoulders, if a bit impulsive. She did a lot of growing up awfully fast, and while I wish she was still here, I'd never seen her so happy as she had been those last few months. And she gave me my granddaughter. Bailey's been a wonderful comfort the past few months," he said with a much happier expression on his face. "Not that Buttercup was perfect, mind you," he added, smirking. "She was incredibly bold, and she often jumped into things without thinking. She thought with her heart instead of her head sometimes, even if she was embarrassed by it."

"She was really sarcastic, too. Don't forget that," Kevin said smugly.

The Professor agreed, saying, "Well, my girls seem to have picked that up from me. We've an odd sort of humor, but yes, Buttercup was exceptionally witty when she wanted to be."

Kevin nodded in agreement. "I just got off the phone with Ace. They seem to be doing well. He said that he wanted to be here, but he didn't want to get her sick. He's a good dad, isn't he?" he acknowledged, scratching at the edge of the bandage on his face.

"He's a good man, that Ace," the Professor agreed, nodding. "I never would have believed it before. People can change, and Buttercup knew how to change them. He loved my daughter, and he loves his little girl. When I lost Buttercup the first time, the ambiguity of the whole situation added to our grief. This time, at least I knew that she was happy and confident in what was going to happen. Dexter's told me what was going on, and the decisions she made. For some time, I was angry with myself for not knowing something was wrong. But If I had to lose a daughter… At least I've gained a son in Ace," he explained. "And what about you, Mr. Levin?" he said, and Kevin knew that their conversation was drawing to a close. "When was the last time you slept?"

Kevin blinked. "A while ago," he confessed sheepishly, standing up. "I should probably work on that."

Utonium laughed a bit. Kevin realized that his laugh had changed over the past few months; he hadn't heard the man let loose in true laughter in a very long time. Even this laugh seemed a bit off, the sadness not quite covered by the man's forced happiness. "You should."

Honestly, he felt a bit better, but his head still hurt, he was sore all over, and he still felt guilty.

"When _the hell_… did my life become a medical drama?" Kevin sighed miserably as he walked back into Ben's hospital room, and the dreadful irony of the whole thing caught up with everyone. He only said that because he had to keep up appearances—no one needed to see how bothered he really was by all of this. He desperately hoped that he'd be able to sleep as the Professor had insisted, but he knew it would be difficult. He couldn't shake the images of Mac, Buttercup, and Ben from his mind.


	20. in which kevin learns

A/N: This is the last chapter. Thank you everyone who read or reviewed _Pipeline. _Most of all, thank you to lightningbird for betaing and the many reviews!

Of all the stories (of varying states of quality and completion) I've written over the years, this has become one of my favorites. Kevin's a hard character to let go, which is funny, because I didn't give him much thought before I started writing this. Until I started working on this story, I'd never heard a character's voice so distinctly in my head.

I don't know if I'll ever write these characters again, but they've always been dear to me.

Thank you for taking the time to read this. If you have time, please review!

* * *

They couldn't wait around forever. Even though it killed them a little bit more inside each time they had to leave, there was much to be done. So they found themselves taking shifts at Ben's bedside during the day, and then hanging around as a group during the night.

When it was his turn, Kevin let himself look at Ben—really look at him. It felt too awkwardly personal in front of the others, so he hadn't really glanced at his friend other to make sure he was still breathing before. He wasn't sure how to look at Ben without getting some weird or mushy look on his face, so he tried not to look at him as much as possible.

It occurred to him that the entire situation just seemed wrong, especially the fact that Ben was so _still_. That was the thing with Tennyson—he was loud and constantly moving, even in his sleep. He was always humming or tapping his foot, or drumming his fingers on the table, sometimes all at once. And even though in recent months Ben had been… off, for lack of a better word, he was still _Ben_ underneath all of the stress and the pressure. But the absolutely still form on the bed just didn't match up to Kevin's memory of Ben.

He could never understand why people in books and movies always seemed to talk to unconscious people. He always thought it seemed silly, even now that he found himself in that very situation. But the silence was deafening, so Kevin justified it by telling himself that he was only doing it to fill the empty space rather than pour his heart out or make himself feel better.

"So, um, hi," he blurted suddenly, unable to handle the dead air any longer.

It felt too intimate, sitting right next to Ben like that. What was he going to do next—hold his hand? It felt like it was something he was supposed to do, but that wasn't _Kevin_, and that wasn't the way he worked. So he just talked.

"I'm here," he continued. "Y'know, if that means anything to you, or if you can even hear me. I'm here, and I'm not going anywhere."

The silence didn't feel so unnecessary anymore, though he wasn't sure why. He almost laughed at himself—was he really here to get something off his chest? No, not really. After all, he needed Ben to respond. He wasn't going to tell Ben what he had told Professor Utonium when he was like this. He wasn't going to do that unless he knew he had Ben's full attention; they owed each other that much.

This felt stupid. Ben was going to wake up, even if it took a little while. There wasn't a question about it, not in Kevin's mind. Sure, he had been worried that first night, but nothing had changed, and no news was good news, right? This wasn't like Buttercup; he didn't have to recite a monologue about brotherly love and all they experienced together because _Ben was going to wake up and be fine_. As touching as Ace's speech to his dying wife had been (and as much Kevin would never, ever forget it), he refused to believe for a moment that Ben was on his deathbed.

If he didn't acknowledge the fear, than it didn't exist, right? He suddenly wondered who had taught him that along the way. Was it the injured boy in the bed, or was it his painful, angst-filled childhood? Could he really keep blaming how messed up he was on half-remembered experiences and dreams?

The truth was, he couldn't handle himself without Ben. He was so used to the way things were that he refused to acknowledge that he was frightened for his friend. Without Ben, would he be headed back in the wrong direction again? It scared him more than anything else, because just that thought made him feel selfish.

As he left for lunch, he passed Dexter. They didn't say hello, nod at one another, or even wave, but they made eye contact, and Kevin figured that was good enough. He certainly wasn't going to let Dexter know what was worrying him. They were getting along for Ben's sake, but they'd never be friends. Their egos would never let them get to that point.

The next time he visited, he stayed silent the whole time. Ben didn't care about the mushy stuff. He was going to wake up soon, and things would be back to normal.

While he still couldn't get over how awkward it felt to talk to someone who was unconscious, he found himself occasionally speaking to Ben anyway. "Look, I've got some stuff I need to say to you, and we've got to talk. You promised, remember? I'm only saying this stuff once, so you better be awake to listen to it."

The next time, he started to inwardly panic.

"Listen, man, this is getting ridiculous. You're usually the first one to start nagging about 'contributing to the war effort,' and while I understand that you just got the crap beaten out of you, I don't think there's any reason you should still be sleeping. So wake up, dumbass," he said, but it didn't come out as forceful as he would have liked.

"Please," he begged, his voice cracking as the silence became too much to bear. "You promised, Ben," he added sadly. "You promised."

Could they—Gwen, Dexter, and Julie, and all the other people he found himself interacting with at the hospital—could they see how bothered he was? He certainly hoped not. He could barely admit to himself that he was falling apart, that this failure—the fact that he couldn't save Ben—was too much.

He now preferred visiting Ben alone, he decided. There was no reason to pretend if no one was watching. Most of the time, they kept their vigil to an organized schedule of bedside shifts, and the security was pretty tight, so it was usually only the small intimate group of them.

One day, however, he was surprised to see a familiar pink blur along the edges of his vision while he was sitting with Ben.

"Oh," Blossom said flatly as she came in the room. Kevin had never seen anything faze her, not even her sister's death, so it was odd to hear her get caught off guard. He wasn't sure if her "Oh," had to do with seeing him, seeing the sorry state Ben was in, or a mixture of both.

He wasn't exactly sure that she knew, either.

"Um, hi," she greeted, hastily, not really looking at him. Instead, she stared intently at Ben's injured body in the bed.

Truthfully, it made Kevin feel slightly uncomfortable.

She soon made her way to the window, where she set a vase of blue flowers on the windowsill. With her small, capable hands, she rearranged them so that they'd fluff out a bit more.

_She's kind of weird_, Kevin thought, _in a put-together kind of way_. He was having a hard time looking at her; his mind wanted to compare her to her dead sister.

The two sisters were all at once surprisingly similar and incredibly different. Where Buttercup's movements and thoughts were quick and impulsive, Blossom's were precise and calculated. There was something in their mannerisms that was refreshingly familiar, though; the _way_ they moved was nearly identical, even if the way they got there was different. They were like two different squares, one made of dots and the other of dashes. Both had four corners and made the same shape, but they had a different way of going about it, a different composition entirely.

She turned to face him. "What?" she said, eyebrow raised.

Kevin blinked. "Huh?"

Blossom wrapped her arms around herself and sat down in the chair opposite him. "You were staring at me," she explained in a thin whisper. Buttercup's electric energy wasn't there, at least not anymore. He always thought it was a Powerpuff thing, but maybe he was wrong. It wouldn't be the first time he misjudged someone. If this war had taught him anything, it was to look beyond first impressions.

"Oh. Sorry," he apologized. "It's just…You're kind of like her. A lot. I guess I never really noticed."

Her pink eyes seemed to fill with a kind of blunt intensity, not unlike one her sister wore. There was a difference, though—where Buttercup's eyes were wild and curious, Blossom's seemed hesitant and hurt. "No," she answered coldly, staring at her feet. "Not really. Not at all."

"You'd be surprised," Kevin commented. The kindness in his own voice surprised him. Why was he even bothering? The girl obviously hated his guts. She reminded him of Gwen, a bit too, but without the excitement for life and learning.

It was kind of scary, actually.

She looked up and glared at him. "And you'd know, because you knew her so well?"

He wasn't quite sure what to say to her. She was obviously still hurting, and he didn't know how to talk to her, how to _fix this_, without making things worse. "Towards the end… Yeah. I did," he told her, nodding.

Blossom looked like she'd just been punched in the stomach. "And you're saying I didn't?" The accusation hung heavily in the air between them, and while he was determined to keep it from bothering him, Kevin realized that it did.

Kevin shook his head hastily. "No, that's not what I said at all."

"But you thought it," she spat, her words cutting. It hurt a bit when she spoke. Half of the time if Buttercup said something bitchy, everyone knew that she didn't really mean it. She was just impulsive like that, and she rarely thought before she spoke. Blossom, on the other hand, had clearly thought out her words before she said them—and all of the venom behind them was purposeful.

He shivered.

"No," Kevin added quietly. "No, I didn't."

Blossom didn't respond, and it occurred to Kevin that it looked like she might cry, that she'd had the same sad expression on her face since the moment she walked into Ben's hospital room. She pressed her full pink lips together tightly and stared at Ben's still form in the bed.

She seemed to find the words in the angry red gashes and purpling bruises on Ben's face. "I'm getting really tired of losing the people I care about," Blossom finally whispered after a few moments of silence. She pinched her mouth shut, making it very small. He recognized it from her dead sister—Buttercup wore the same look when she was being "regrettably honest," as she'd once described it.

Oh, how he missed her, Kevin realized.

In one sentence, Blossom had summed up what they were all feeling. He spent the next few seconds of silence quietly agreeing with her, feeling heat reach his cheeks in an off sort of prickly flush.

"You're not alone, you know," Kevin admitted. "We're all sick of watching our friends get picked off one by one."

"She was my _sister_," Blossom said with an icy tone, so snotty that Kevin remembered why he thought of her as the "Ice Queen" behind her back.

"She was my _friend_!" Kevin exclaimed, surprised that she had pulled the family card on him. "And I didn't know her very long, but that didn't mean that I didn't appreciate her as much as you did, or anyone else." He was getting pissed off at himself, and at her. It was all he could take not to start screaming, but instead he just spoke through his teeth.

She shut her eyes and shook her head in disbelief. "You barely even knew her," she scoffed, almost brushing off their friendship as if it was as important as a kindergarten crush.

Kevin had enough of her attitude by this point, and finally cracked. "I was with her when she _died!_"

Blossom's eyes snapped open, and again she looked like she'd been physically assaulted. Her mouth gaped. "Don't you think I wanted to be? Don't you think I don't know what everyone thinks—that I chose saving everyone else over her? Don't you think I know that?"

Kevin couldn't do more than breathe, all of the wind knocked out of him by her words. How could she think that? He understood the battle between duty and love more than anyone else. "Nobody thinks that, Blossom," he told her, meaning every word of it. "_Nobody_. I know I don't."

"Y-you don't?" she asked, lip quivering.

"No, I don't."

She sniffed, and pushed away a tear. "I can't… I couldn't cry about it before. I wanted to, but Bubbles needed me, and the Professor was just so upset, and Dexter felt so _guilty_, and—"

"You needed to be there for your family," he finished quietly, understanding.

She gave him a tight-lipped smile, scaring him a bit with the sad knowing look in her eyes. Whatever she was about to tell him would hurt him, apparently—understanding it would hurt both of them.

"I knew she was dying, you know. The last time I saw her. She was so pale, and so sick... And she just wasn't herself. Everything felt so _forced_. Buttercup never had to try and act a certain way before… She just _felt _things, and... I could just tell. You know, the last time I talked to her was almost a week before she died. How horrible is that?"

Kevin replied, "She knew you were doing your best. She wanted you to be able to fight back, especially because she couldn't."

He'd spent quite a bit of time telling Ace something similar, so this conversation was nothing new to him. He could tell that Blossom could sense how removed he was starting to feel from this process, and it only seemed to egg her on even more.

"I _wanted_ to be with her," Blossom insisted. "Even if she wasn't… _dying_. I should have been there for my sister. For my niece. _I should have been there_," she said tearfully.

He almost wanted to put a comforting hand on her shoulder, but that would be touchy-feely, so he just kept talking. "She didn't want you to see her like that. It wasn't exactly a nice thing to watch."

Blossom blinked back tears, but they came down anyway. "She didn't—want—me—there! I know that, but…" She was absolutely blubbering now, and the sudden switch from the cool and collected Ice Queen to this sobbing mess of a girl was unnerving. "I should've been there anyway! I should've _known_ that she needed me, that she didn't have long. That if I waited, it would be too late. I should have been there and… said goodbye. Told her what she meant to me. But I didn't!"

Kevin bit his lip, and didn't respond for a moment. "I don't know what to tell you, Blossom."

"She was my best friend, you know—even if I didn't always show it. When we lost her the first time, it was the uncertainty of the whole thing that kept me going. Something in me knew that she wasn't dead, that we couldn't have lost her like that. I knew we'd find her, that someday I'd have the chance to tell her _everything_. I always meant to tell her that I loved her, that part of me loved when she fought with me because it made me think, that we were better people because we forced each other to work harder and become stronger.

"But then she came back, and she wasn't the same person anymore. She was still the same girl, with the same values, but there was something different about her. She seemed older, maybe more mature, and I guess I expected that when we found her, it would be like she never left. But she had things she couldn't share with me—like Ace, and falling in love. She'd always been rather carefree, but she'd finally accepted that as a way of life.

"And I was _angry_ about it, because I wanted things to be the way they were. The way things had always been. Suddenly, she wasn't around to challenge me, to make me think—I had to be on my toes, all the time, just making sure I was making the right decisions. And I resented her for that, and I thought she wasn't there for _me_. In reality, it was the other way around. And now I'll _never—get that—back_," Blossom sobbed, the tears running down her cheeks in streams.

Kevin thought back to the day he'd heard about Ace and Buttercup's engagement, when he'd had a picnic with Ben and Gwen. Oh, how things had changed since then! Things were so different now that it was almost painful.

_"You could hear Blossom and Buttercup yelling all the way in the cul-de-sac,"_ _Ben said._

_"She and Blossom have not been getting along at all," Gwen chimed in. "Blossom's used to being the leader, but some time away from her sisters has given Buttercup some independence, and I don't think Blossom's okay with that."_

_"It's not her life. I've worked with Blossom before, and I think that's just how she shows love. Dexter said that Blossom was really worked up over Buttercup's disappearance. I think she's really upset that it's so soon…" Ben trailed off._

He suddenly really, really missed Ben. He missed his offbeat wisdom, the way he spoke from experience… And most of all, his insight. Ben was an excellent sounding board because he was honest and a good listener.

And _shit_, he really needed that right now.

"I really need Ben to wake up," Kevin said, and it was the first he'd admitted it to another person. "What you just said, about Buttercup challenging you? I have that with Ben. And I can't—I _won't—_lose that."

Blossom sniffed and stood up. "He's not gone, Kevin. Just remember that. _Tell _him that. I wish every moment of every day that I had told my sister what she had meant to me before she died. She was my best friend, and I'll never get to tell her how much I loved her."

He nodded in response, not quite knowing what to say. Blossom put a comforting hand on his shoulder. "He'll be okay, Kevin, because he has you. He has you, and Gwen, and Dexter, and all of these people who love him."

Kevin looked up at her. "It wasn't enough for Buttercup," he sighed, and while part of him felt bad for saying it in front of her grieving sister, he knew they were both thinking it and it needed to be said.

"Sometimes being strong isn't enough. Being brave, and good, and determined isn't enough. Sometimes things just happen," Blossom whispered sadly, and it occurred to him that he had heard those words somewhere before.

The pink Powerpuff left the room, sketching a wave and a leaving a sincere, "Thank you." It was only when he turned back to Ben that he realized that they were _his_ words.

Blossom was merely echoing what he had told her after Buttercup's death.

* * *

Kevin was only half paying attention to what was going on outside. That stupid kid in the orange hat was trying—and failing—to play Frisbee with that little pink dog, Courage. The dog kept running away and hiding in a bush every time the disc came towards him. He covered his head with his tiny paws, fervently shaking his head.

The dark-haired teenager laughed from where he watched by the window. He had needed to stretch his legs a bit, and his broken arm was rather sore, so he'd taken to standing for the past ten or fifteen minutes. "Dumb dog," he snorted, an amused smirk gracing his hard features for the first time in days. "It's just plastic."

"What's… just plastic?" a weak voice rasped from the bed, followed by the slightest of coughs.

Kevin turned from the window without any hesitation. He couldn't stop the grin from spreading across his face when he saw Ben's eyes open, much brighter than the last time he had seen them, the oxygen mask pulled to his neck. "It's about time, Tennyson," he said, but he couldn't hide the relief in his voice. It came out as little more than nervous laughter, but it quickly released the anxiety he'd been hiding away.

Ben laughed, or tried to, sounding as if his vocal cords had been through a shredder and then taped back together. Still, his thin and breathy wheeze was something, and it reminded Kevin that his friend was alive and talking, so he tried not to think about it.

"Here, I should get the doctor," Kevin reasoned, moving to leave.

"No," Ben countered with much more force than Kevin thought he was capable of in his current state. "You've… I've made you wait long enough, Kevin." He sounded out of breath already.

"Ben," Kevin responded quietly, and much softer than he usually let people hear for fear that they wouldn't respect him. "It's okay."

"But-"

"Really," he insisted, lightly placing the oxygen mask back on Ben's face where it belonged with a foreign and gentle care, working to avoid jostling his fractured collarbone. "It's alright. I can wait."

Ben looked at Kevin's hand touching him and slowly backed down, relaxing back into the bed. He nodded, his lips twisting into a weak smile behind the mask. Kevin returned it as he spun around and left the room.

They didn't smile at each other often. Usually, they just argued, and the extent of their positive interactions with each other consisted of immature jokes, punching each other in the shoulder, and laughing when the other did something stupid. But when they were in battle together, everything changed. They didn't have to say _anything_ to each other; they just _got_ it. They were first and foremost friends. Ben _remembered_. Ben remembered that something was bothering him, and was good enough a friend to bring it up.

This was like a battle, Kevin understood as he left to get the doctor. He couldn't banish the smile from his face; he was just happier than he'd been in months. They had different lives now, with different friends, ideas, and responsibilities, yet the same all at once. They could be apart for weeks or months at a time and snap right back into their old ways and dysfunctional dynamic without much adjustment. This was going to suck—making sure Ben didn't hurt himself trying to bounce back from his injuries too quickly, but they'd get through it, like they always did.

It wasn't fair, the way they had to learn all of this on their feet. Some of them would survive, and some of them wouldn't. He thought of those who had died—particularly Buttercup and Mac—and realizing that Ben would survive, he felt something foreign to him—hope. But everything was connected in some weird way, and he was beginning to get the feel of it all. This training academy was going to change things, he believed, and as soon as Ben was back on his feet, Kevin decided that he'd do anything and everything in his power to help him get it off the ground.

Oh, how their priorities had changed! There was a day when all they wanted was to get by, to beat the next alien, to save the world. But it was usually some quick and draining thing, not a _war_.

This was their life right now. They were fighting to stay one step ahead of the enemy. One day when this was finally all over (and yes, he dared to dream of such a day), their priorities would change once more. They'd search for some way to find an element of stability in their changing world, like they had done when the war had started.

But he and Ben were lucky, Kevin thought with a rare and genuine smile. They could adapt.

That's what would save them—and their friendship. And no one, no genius, rock star, or war could get between that.

_The End._


End file.
